Birla Precision Technologies Ltd — Board/Management Information 2020

Sep 12, 2020

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SJ/BSE/27/2020-21

To, Date: 12[th] September,2020 Department of Corporate Services, BSE Limited, Floor 25, P.J. Towers, Dalal Street, Mumbai-400 001

Scrip Code: 522105

Sub: Outcome of the Board Meeting SJ/03/2020-2021 held on 12[th] September, 2020

Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, this is to inform you that the Board of Directors of the Company at their meeting held today considered and approved, inter alia, the following:

1. Incorporation of a Wholly Owned Subsidiary in US in the name & Style of Birla Precision USA Limited (proposed Name). (Details of the same are attached as ‘ Exhibit A’ )

2. Application received from Shri Yashovardhan Birla ji member of promoter/promoter group of the Company, member of promoter/promoter group of the Company, seeking their reclassification from the “promoter and Promoter Group" category to the "Public" category in the shareholding pattern of the Company as per Regulation 31A of the SEBI (LODR), Regulation, 2015. (Details are attached as ‘Exhibit B’ )

3. The Un-Audited Financial Results of the Company as per Regulation 33 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 for the quarter ended 30[th] June, 2020. Copy of Limited Review Report from Thakur, Vaidyanath Ayiar & Co. is enclosed.

Birla Precision Technologies Limited

Regd. Office: 23, Birla Mansion No. 2, 1st Floor, D. D. Sathe Marg, Prarthana Samaj, Mumbai 400 004 Tel.: +91 022-23867498

E-mail : info@birlaprecision.com Website : www.birlaprecision.com An ISO 9001:2000 & ISO 14001:2004 Company CIN: L29220MH1986PLC041214

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The Board Meeting commenced on 12:30 p.m. and concluded on 04:20 p.m.

Kindly take the same on your records & oblige.

Thanking you,

Your faithfully,

For Birla Precision technologies Limited

VEDAN Digitally signed by VEDANT BIRLA Date: 2020.09.12 T BIRLA 16:24:49 +05'30'

Vedant Birla Chairperson cum Managing Director

ANNEXURE-A

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S. N. PARTICULAR DETAILS
Proposed Name(s) of proposed Company
01. Birla Precision USA Limited
Amount of Investment by BPTL
02. 25000 $
Nature of the Transaction
03. Related Party
Activity which is to be carried by the Trading of Automotive
04.
proposed Company Components & Cutting Tools
Object & Effect of Investment
05. Business Expansion
Nature of Consideration
06. Cash Consideration
% of holding of BPTL
07. 100%
Name of the Person who is Authorised
08. Shri Rajendra Kumar Sharma
on behalf of the Company to look after
incorporation
Indicative time period for completion of
09. 06 Months
acquisition/incorporation
Any other Governmental (US)approvals
10. Approval needs to be taken
pending/ to be taken
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‘ANNEXURE B’

Birla Precision Technologies Limited

Regd. Office: 23, Birla Mansion No. 2, 1st Floor, D. D. Sathe Marg, Prarthana Samaj, Mumbai 400 004 Tel.: +91 022-23867498

E-mail : info@birlaprecision.com Website : www.birlaprecision.com An ISO 9001:2000 & ISO 14001:2004 Company CIN: L29220MH1986PLC041214

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CERTIFIED TRUE COPY OF THE BOARD REOLUTION PASSED IN THE MEETING OF THE BOARD OF DIRECTORS OF BIRLA PRECISION TECHNOLOGIES LIMITED HELD ON SATURDAY, 12[TH] SEPTEMBER, 2020 AT 12:30 PM

RECLASSIFICATION OF PROMOTER & PROMOTER GROUP, OUTGOING PROMOTER SHRI YASHOVARDHAN BIRLA

The Board was informed that on 07[th] September, 2020 Company has received application from Shri Yashovardhan Birla (Folio No. BKL054213/14 holding 21,919 Equity Shares) member of promoter/promoter group of the Company, seeking their reclassification from the “promoter and Promoter Group" category to the "Public" category in the shareholding pattern of the Company.

REASON FOR CONSIDERATION

The Board was also informed that all the aforesaid member of promoter group are financially independent and are not engaged in the day to day management of the Company, never had directorship or key managerial position in the Company in last three years also do not have any right either to appoint any Director of the Company or to control the management or policy decisions of the Company in any manner whatsoever.

Further the Board was also briefed that the application had specifically mentioned in their request that they are satisfying all the conditions specified in sub clause (i) to (vii) of Regulation 31A(3)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('the Listing Regulations') and also confirmed that at all times from the date of such re-classification, they shall continue to comply with conditions mentioned in sub-clauses (i), (ii) and (iii) of Regulation 31A(3)(b) of Listing Regulations and shall also comply with conditions mentioned at Sub- clause (iv) and (v) of Regulation 31A(3)(b) of Listing Regulations for a period of not less than three years from the date of such reclassification, failing which they shall automatically be reclassified as promoter/persons belonging to Promoter Group, as applicable.

Accordingly, on the basis of the rationale and the confirmation provided by them in accordance with provisions of Regulation 31A of the Listing Regulations the Board was of the view that the above mentioned requests for reclassification be accepted and approved by the Board of Directors of the Company, which shall be subject to

Birla Precision Technologies Limited

Regd. Office: 23, Birla Mansion No. 2, 1st Floor, D. D. Sathe Marg, Prarthana Samaj, Mumbai 400 004 Tel.: +91 022-23867498

E-mail : info@birlaprecision.com Website : www.birlaprecision.com An ISO 9001:2000 & ISO 14001:2004 Company CIN: L29220MH1986PLC041214

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the approval of Members of the Company, BSE Limited and/or such other approval, if any, as may be necessary in this regard.

The Board was also informed that except Mr. Vedant Birla, none of the Directors of the Company is/are interested in this resolution.

The Board considered the matter and passed the following resolution unanimously:

“RESOLVED THAT: in pursuant to the provisions of Regulation 31A of SEBI (Listing Obligations and Disclosure Regulation, 2015 and any other relevant provisions, including any modification(s) or re-enactment (s) thereof for the time being in force, and subject to necessary approvals from the Stock Exchanges and other appropriate statutory authorities, as may be necessary, the approval of the members by of ordinary Resolution, the consent of the board be and is hereby accorded for re-classification of following person forming part of “promoter Group from Promoter Group Category” to “Public Category” : -

Sr. **No. **	Name of the **Promoter **	Folio Number	Number of shares	% of holding
01.	Shri Yashowardhan Birla	BKL054213/14	21,919	0.04

RESOLVED FURTHER THAT the Board be and is hereby authorised to take all such steps as may be necessary, proper and expedient to give effect to the foregoing resolution.

RESOLVED FURTHER THAT the Board be and is hereby authorised to delegate all or any of the powers conferred on it by or under the foregoing resolution to any committee of the Board or to any director(s)/officer(s)/employee(s) of the company as it may consider appropriate, including authorisation for submitting/filing of necessary application(s), form(s), and return(s) with the Registrar of Companies Mumbai, Ministry of Corporate Affairs, Stock Exchange and any other concerned authorities, as may be necessary, and to do all such acts, deeds and things as may be expedient or desirable to give the foregoing resolution .”

For Birla Precision Technologies Limited

VEDAN Digitally signed by VEDANT BIRLA T BIRLA Date: 2020.09.12 16:24:26 +05'30'

Vedant Birla Chairperson cum Managing Director DIN: 03327691

Birla Precision Technologies Limited

Regd. Office: 23, Birla Mansion No. 2, 1st Floor, D. D. Sathe Marg, Prarthana Samaj, Mumbai 400 004 Tel.: +91 022-23867498

E-mail : info@birlaprecision.com Website : www.birlaprecision.com An ISO 9001:2000 & ISO 14001:2004 Company CIN: L29220MH1986PLC041214