Beta Drugs Limited — AGM Information 2021

Oct 5, 2021

MINUTES OF 16TH ANNUAL GENERAL MEETING OF THE 30rtr DAy oF sEpTEMBER, zozt AT 12.30 p.tvt. oTHER AUDIO VISUAL MEANS ("OAVM"). BETA DRUGS LIMITED HELD ON THUR THROUGH VTDEO CONFERENCING ( DAY, /

DIRECTORS/MEM BERS PRESENT

1. Mr. Rahul Batra, Director and Member holding 34f450 Equity Shares Location: Panchkula

2. Mr. Varun Batra, Director and Member holding 33230 Equity Shares Location: Panchkula

3. Mr. Balwant Singh, Director and Member holding 590 Equity Shares Location: Baddi

4. Mrs. Seema Chopra, Director Location: Panchkula

5, Mr. Manmohan Khanna, Independent Director & Chairman of Audit Committee Cha ndigarh

At the commencement of the meeting 12 members were present however at the end meeting total 16 members were present in the video conference. the

ATTENDANCE:

COMPANY SECRETARY & COMPLIANCE OFFICER Mrs. Rajni Brar STATUTORY AUDI']IOR M/s Kalra Rai & Associates (FRN; 008859N) (thru C.A. Mr Lajpat Rai KALRA M,NO, 087438) SECRETARIAL AUDITOR Mr Dinesh Bhandari (Membership No, 5887)

(C.P. No, 10300)

Due to unavoidable reasons, Mr Rohit Parti, Independent Director of the company could no the meeting through Video conferencing, therefore leave of absence was granted to him.

As per Section 103 of the Companies Act, 2013, the requisite quorum General Meeting was present in the meeting at the commencement and for convening the throughout the m Annual ting.

The meeting commenced at 1.2:30 P.M. & concluded at 01.05 P.M. (including time ^a polling through email at AGM) for

The Company Secretary welcomed the Shareholdrers, Directors and other stakeholders joined the meeting through Video Conferencing. The Company Secretary informed that the restrictions due to outbreak of COVID-19 and considering the social distancing norms, AGM was conducted through VC / OAVM. This meeting has been convened and being accordance with the circulars issued by Ministry c,f Corporate Affairs ("MCA") and The and Exchange Board of India ("SEB|"). The company Secretary then introduced the Statutory Auditor and Secretarial Auditor present at the L6'n Annual General Mee requested Mr, Rahul Batra Chairman of the comparrV to tal<e Chair. had view of .+A he 16'' cted in cu rities rectors, ng and

Thereafter, Company Seqretary informed the members that the company had ^p opportunity to shareholder to become speaker at this AGM by registering their name as shareholder butthe company has not received any:;peal<er shareholder registration forthi General Meeting within due time prescribed in the notice. In compliance with the MCA Cir Company has provided to its members, the facility to exercise their right to vote on the items to be transacted at the Meeting, by polling paper and send the same through E-mail conclusion of meeting, ed an spea ker Annual lar, the usi ness fter the

Thereafter, Company Secretary requested Mr, Ralrul Batra, Chairman to commence th proceedings of the Annual General Meeting. formal

Mr Rahul Batra, Chairman of the company welcomed all the Shareholders and spoke ^a business performance and the future prospects of the company. Thereafter, Chairman in the members that all the statutory registers are opren and accessible to any member dur course of meeting and available on the website of the company, With the concurrence shareholders, the Notice of the 16th AGM, together with the Financial Statements and Di Report were taken as read, Further, the members were informed that the Auditors' the year ended 3l-st March,2Q21, did not have any qualifications or observations and in t the provisions of Section 1,45 of the Companies ,Act, 2013 and the observation given secretarial auditor has been duly explained in the Director Report, The entire reports required to be read in the meeting, tlrerefore the Ar;ditors' Reports with the cgnsent of were taken on record. Mr RahuI Batra, Chairman directed the Company Secretary to with the agenda ltems, ut the eo the of the rS, for rms of the re not moers oceed

Company Secretary then proceeded with the Agenda ltems as per the Notice convening AGM of the Company. Thereafter, the following business items were put for shar ^ap prova l: he 16th holder's

ORDINARY BUSINESS:

L. Adoption of Financial Statements

(l) Audited Standalone Financial Statements of the Company for the financial year March 3L,2021. and the Reports of the Boarrj of Directors and Auditors thereon; ano don

(ll) Audited Consotidated Financial Statemerrts of the Company for the financial on March 3L,2021", together with the Reporlt of the Auditors thereon

Proposed by Choirman

'RHSOLVED THAT the Audited Standalone & Consolidated Financial Statemenr Company for the financial year ended on 31't March, 202L together with the Direc Auditor's Report thereon, as circulated to the Members be and are hereby appr adopted." of the s ano d and

Seconded by Mr Bulvtant Singh as ordinary resolution

To appoint a Directgr in place of Mrs. Seema Chropra (DlN: 08510586), who retires and being eligible, offers herself for re appointrnent.

Proposed by Chairman

"RESOLVED THAT lVlrs. Seema ehopra (DlN: 08510586), who retire by rotation but bei has qffered herself to be re-appointed as a Director of the Company be and is hereby ap a Whole Time Director of the Company, liable to retire by rotation," g eligible nted as

Seconded by Mr Balwant Singh as ordinary resolutrion

SPECIAL BUSINESS:

1. To ratify the remuneration payable to the Cost /\uditor appointed by the Board of Di the Company for the financial year 2OZL-22 pursuant to Section 148 and all other provf,sions of Companies Act, 20X3.

Proposed by Chairman

"RESOLVED THAT pursuant to the provisions of Section 148(3) of the Companies Act, with Rule 1"4 of Companies (Audit and Auditors) Rules, 2Q1.4and other applicable provisi Companies Act,2013, the remuneration Rs.1,25,000/-(Rupees One Lac twenty five with reimbursement of conveyance expenses at actual and GSTas applicable payable to Jindal & Co, Cost Accountants, bearing Firm Registration Number 103508, for condu audit of the Company for the financial year 2021,-22, as approved by the Board of ^D Company, be and is hereby ratified," 013 read of the nd only) /s Charu ing cost of the

"RESOLVED FURTHER THAT Mr. Rahul Batra, (DlN:02229234) Chalrman cum Managing the Company be and is hereby authorized to do all :;uch acts, deeds, matters and things ^a its absolute discretion consider necessary, proper or desirable for the purpose of givin this resolution." rector of it may in effect to

Seconded by Mr Bolwqnt Singh as ardinary resolutian

Mr. Rahul Batra was interested in Agenda/item llo 4 & 5, therefore he vacated the Mr Manmohan l(lranna was elected as chairman for the item no. 4 & 5. Mr. Ma Khanna, thereafter took the chair and proceeded for next Agenda/ltem. and mohan

To promote and appoint Mr. Rahul Batra (DlN No, 02229234) Whole Time Di company to the position of Chairman cum Managing Director of the company,(Special of the olution)

Proposed by Mr Msnmohan l(hqnno

"RESOLVED THAT pursuant to the provisions of sections 196 and 1"97 read with tne sc other applicable provisions, if any, of the companies Act, zor3 (including any modifications or re-enactment thereof for the time being in force), Mr. Ra (DlN:02229234)be and is hereby promoted and appointed as Chairman cum Managing rof eVand statutory Batra

the Company for a period of 5 years w.e.f, 27.01'.2Q21, upto 26'n January, 2026, subj approval of the shareholders on the following terms and condition: to the

a) Remuneration : Rs 6 lakhs per month +annual Diwali bonus as per the company b) Perquisites:

The Following perquisite shall not be included in the computation of the ceiling on remune

i) Contribution to provident fund, superannuation fund or annuity fund to the extent single or put together are not taxable under Income Tax Act, 1961-.

ii) gratuity payable at the rate not exceeding half a month's salary for each compl se rvt ce. year of

iii) encashment of leave at the end of tenure.

"RESOLVED FURTHER THAT Mr. Rahul Batra will also be entertainment, travelling, boarding and lodging expenses company's business and such other benefits and other available to other senior executives of the company." incurred bv him in connecti privileges, as any from time t entitled for the reimbursemen of actual with the time be

'RESOLVED FURTHER THAT Board of the Directors are authorized to revise the remune time to time by giving suitable increment / decrement after review of his performance subject to the condition that total remuneration not to exceed Rs. 15,00,000 p,m. in any ion from ch year,

"RESOLVED FURTHER THAT In case of absence or inadequacy of profits in any fina remuneration payable to Mr. Rahul Batra shall not exceed the minimum limits prescri Schedule V of Companies Act, 2013." yea r, unoer Lto eo

'RESOLVED FURTHER THATMTs, Seema Chopra (DlN:08510586), Whole time Direct Company be and is hereby authorized to sign requisite documents and also file requis with the office of Registrar of Companies.'' of the e-forms

Seconded by Mr Balwant Singh as special resolution

1. To promote and appoint Mr, Varun Batra{D{N No. 02L48383) Whole Time company to the position of Joint Managing Directon of the company.(Special resolution ) of the

Proposed by Mr Monmohan Khanna

'RESO[-VED THAT pursuant to the provisions of sections 196 and ].97 read with the ^s other applicable provisions, if dhy, of the Companies Act,2OI3 (including any modifications or re-enactment thereof for the time being in force), Mr. ^V (DlN:021"48383)be and is hereby promoted and appointed as Joint Managing Di Company for a period of 5 years w,e.f, 27.01,.202I upto 26th January, 202.6 subject to th of the shareholders on the following terms and conrlition: ule V and statutory Batra of the approval

a) Remuneration: Rs 5 lakhs per month+ Annual Diwali bonus as per the company b) Perquisites: The Following perquisite shall not be included in the computation of the tcy eiling on

re m u ne ratio n:

i) Contribution to provident fund, superannuation fr"rnd or annuity fund to the extent th single or put together are not taxable under Income -fax Act, 1"961 either

ii) Gratuity payable at the rate not exceeding half a nronth salary for each completed year servtce,

iii) Encashment of leave at the end of tenure,

"RESOLVHD FURTHER THAT Mr, Varun Batra (DtlN 02148383), will also be entitl for the d by him any from reimbursement of actual entertainment, travelling, lcoarding and lodging expenses incur in connection with the company's business and such other benefits and other privileges, time to time be available to other senior executives of the company."

'RESOLVED FURTHER THAT subject to approval of shareholders, Board of the Di rs are authorized to revised the remuneration from time to time by giving suitable increment / ^d ment after review of his performance each vear, subiect to the condition that total remunerati n not to exceed Rs. 1"5,00,000 p.m. in any case."

"RESOLVED FURTHER THAT In case of absence or inadequacy of profits in remuneration payable to Mr. Varun Batra (DlN 02148383), shall not exceed prescribed under Schedule V of Companies Act, 2013,." any fina al yearf the mini m limits

ompany d to take 'RESOLVED FURTHER THAT Mr. R.ahul Batra (DlN:0;2229294l;, Whole time Director of the be and is hereby authorized to file necessary forms/neturns with Registrar of Companies ^a such actions as may be necessary in this regard."

Seconded by Mr Bolwqnt Singh as speciol resolution

Rahul After transacted the item No. 4 & 5, Mr Manmcrhan khanna vacate the chair and Batra, again took the chair and proceeded for next Agenda/ltem.

n of the 6. To consider and approve the Alteration of Articlers no. 145 (b) of Article of Associa Company: .(Special resolution ) Proposed by Chairman

r set out any, the Articles of Association of the Company be and are hereby altered in the ma herein below: The existing Article No 1a5(b) are replaced with the new Articles as under:- "RESOLVED TFIAT pursuant to the provisions of Secrtion l-4 and other applicable provisi s of the Companies Act, 2013 including any statutory modifi,cations or re-enactments thereof for the time being in force and subject to approvals, permissions ernd sanctions from the appropriate ^a hority, if

Existins Article
b)The Managing Director or Managing Directors	b) The Managing Director
so appointed shall not be liable to retire by	Directors, whole-time D
rotation, however whole-time Direcror or	whole-time Directors so ap

be liable to retire by Managing Director or Director who is appointed immediatelv on the reti rotation shall continue to ho as Managing Directqr or Director and such re-appo such Director shall not be constitute a breal< in his app Managing Director or Director. whole-time Directors so appointed shall be liable to retire by rotation, A Wholre-time Director who is appointed as Director immediately on the retirement by rotatiorn shall continue t0 hold his office as Whol,e-time Director and such re-appointment as such Director shall not be deemed to constitute ^a break in his appointment Whole-time Director. tion. ^A le-time s Director ent by his office le-time tment as eemed to intment as le-time

"RESOLVED FURTHER THI\Ttlire Board of Directors be and is herebv authorized to take all the equisite, incidental, consequential steps to implement the abovel resolution and to perform all such deeds, matters and things as it may, in its absolute discretion, deem necessary, any question, query or doubt that may arise in this regard, and to execute/publish all such notices, deeds, agreemenrs, pers and writings as may be necessary and required for giving effect to this resolution.

Seconded by Mr Balwont Singh as speciol resolution

The resolution was put to voting through poll paper & the same was received by the compan E-mail at the designated Email id as mentioned in the notice of ensuing Annual General M cs@betadrugslimited,com within 15 minutes from the commencement of voting. ^T commenced at 12:47 P.M. and ended at L:02 P.M. The Chairman authorized Mr. Dinesh Practising Company Secretary to act as scrutinizer for voting through polling paper and give Further, Company Secretary informed the members that the voting results will be pla website of the Company, www.betadrugslimited,com and also on the websites of Natio Exchange of India Ltd (NSEi. through eting viz voti ng ^ari, s report. on the I Stock

Vote of Thanks:

After completing all the business of the meeting, the Chairman declared the meeting as ^c 1.05 p.m. and thanked the Shareholders for attending r[he meeting. ded at

Date: 05.10.2A2L

Place : Panchkula