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Ceat Ltd. Declaration of Voting Results & Voting Rights Announcements 2021

Sep 16, 2021

61454_rns_2021-09-16_897b86ac-e9a2-4dd5-99e1-20ecd57d1a41.pdf

Declaration of Voting Results & Voting Rights Announcements

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September 16, 2021

Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai 400 001 Security Code: 500878

National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai 400 051 Symbol: CEATLTD NCD Symbol: CL23, CL25 CP Listed ISIN: INE482A14AI8, INE482A14AJ6, INE482A14AK4, INE482A14AL2, INE482A14AM0, INE482A14AN8

Sub: Disclosure under Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) – Voting results and Scrutinizer’s Report for the 62[nd] Annual General Meeting of the Company.

Dear Sir/Madam,

Pursuant to Regulation 44(3) of the SEBI Listing Regulations, and Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, we are submitting herewith the details regarding the voting results of the business transacted at the 62[nd] Annual General Meeting of the Company, in the prescribed format along with the Consolidated report of the Scrutinizer on the remote e-voting and e-voting conducted at the AGM as Annexure A and Annexure B respectively.

All the resolutions at the said AGM have been passed with requisite majority.

The above information is being uploaded on the website of the Company i.e. www.ceat.com and on the website of National Securities Depository Limited i.e. www.evoting.nsdl.com

You are requested to kindly take note of the same and disseminate appropriately.

Thanking you,

Yours faithfully, For CEAT Limited

Vallari Gupte

Company Secretary and Compliance Officer

Encl: As above

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Annexure A

General information about company

General information about company General information about company
Scripcode 500878
NSESymbol CEATLTD
MSEI Symbol NOTLISTED
ISIN INE482A01020
Name of the company CEAT LIMITED
Type of meeting AGM
Date of the meeting /last dayof receipt ofpostal ballot forms(in case of Postal Ballot) 14-09-2021
Start time of the meeting 04:30PM
End time of the meeting 05:25PM

Scrutinizer Details

Scrutinizer Details Scrutinizer Details
Name of theScrutinizer Mitesh Dabliwala
FirmsName Parikh&Associates
Qualification CS
Membership Number F8331
Date of Board Meetinginwhich appointed 05-05-2021
Date of Issuance of Report to the company 14-09-2021

Voting results

Voting results Voting results
Record date 07-09-2021
Total number of shareholders on record date 131816
No.of shareholderspresent in the meetingeither inperson or throughproxy
a)Promoters and Promotergroup 0
b)Public 0
No. of shareholders attended the meetingthrough video conferencing
a)Promoters and Promotergroup 25
b)Public 51
No. of resolutionpassed in the meeting 9
Disclosure of notes onvotingresults Textual Information(1)

Text Block

Text Block Text Block
Textual Information(1) Note 1: Pursuant to Resignation of Mr. Paras K. Chowdhary (DIN: 00076807) with effect from
September 3, 2021, Resolution No. 6 of the AGM Notice pertaining to re-appointment of Mr. Paras K
Chowdhary as an Independent Director, became inoperative and stands withdrawn. Hence, voting
results for the same have not been provided by the Scrutinizer.
Note 2: The notice of the AGM proposed 9 Resolutions however Resolution No. 6
becoming inoperative subsequently only 8 valid Resolution have been passed at the AGM. However for
the purpose of XBRL reporting all 9 Resolutions have been listed with the specific note provided under
the said inoperative Resolution No. 6
Note 3: Total number of shareholders on the record date includes 1 beneficiary account namely CEAT
Limited - Unclaimed Securities Suspense Account having 8,529 equity shares, voting rights of such
shares have been frozen as per Regulation 39 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015
Note 4: The votes cast under e-voting at the AGM are clubbed under the heading E-voting in the
Report.
Resolution(1)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are
in the agenda/resolution?
interested No
Description of resolution considered Adoption of: a.the Audited Standalone Financial Statements of the Company for
the Financial Year ended March 31, 2021, together with the Reports of the Board
of Directors and the Auditors thereon; and b.the Audited Consolidated Financial
Statements of the Company for the Financial Year ended March 31, 2021, together
with the Report of the Auditors thereon.
Category Mode of
voting
No. of
shares
held
No. of
votes
polled
% of Votes polled
on outstanding
shares
No. of
votes–in
favour
No. of
votes–
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
Promoter
and
Promoter
Group
E-Voting 18940298 18940298 100 18940298 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 18940298 18940298 100 18940298 0 100 0
Public-
Institutions
E-Voting 14923322 6539415 43.8201 6539415 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 14923322 6539415 43.8201 6539415 0 100 0
Public-
Non
Institutions
E-Voting 6586472 22246 0.3378 21705 541 97.5681 2.4319
Poll
Postal
Ballot (if
applicable)
Total 6586472 22246 0.3378 21705 541 97.5681 2.4319
Total 40450092 25501959 63.0455 25501418 541 99.9979 0.0021
Whether resolution is Pass orNot. Yes
Disclosure of notes on resolution
Resolution(2)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are interested in
the agenda/resolution?
No
Description of resolution considered Declaration of Dividend of Rs. 18/- per equity share of face value of Rs. 10/- each
for the Financial Year ended March31,2021.
Category Mode of
voting
No. of
shares
held
No. of
votes
polled
% of Votes polled
on outstanding
shares
No. of
votes–in
favour
No. of
votes–
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
Promoter
and
Promoter
Group
E-Voting 18940298 18940298 100 18940298 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 18940298 18940298 100 18940298 0 100 0
Public-
Institutions
E-Voting 14923322 6723055 45.0507 6723055 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 14923322 6723055 45.0507 6723055 0 100 0
Public-
Non
Institutions
E-Voting 6586472 22264 0.338 21723 541 97.5701 2.4299
Poll
Postal
Ballot (if
applicable)
Total 6586472 22264 0.338 21723 541 97.5701 2.4299
Total 40450092 25685617 63.4995 25685076 541 99.9979 0.0021
Whether resolution is Pass orNot. Yes
Disclosure of notes on resolution
Resolution(3)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are
in the agenda/resolution?
interested No
Description of resolution considered Re- appointment of Mr. Arnab Banerjee (DIN: 06559516), as a Director of the
Company
Category Mode of
voting
No. of
shares
held
No. of
votes
polled
% of Votes polled
on outstanding
shares
No. of
votes–in
favour
No. of
votes–
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
Promoter
and
Promoter
Group
E-Voting 18940298 18940298 100 18940298 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 18940298 18940298 100 18940298 0 100 0
Public-
Institutions
E-Voting 14923322 6723055 45.0507 5081474 1641581 75.5828 24.4172
Poll
Postal
Ballot (if
applicable)
Total 14923322 6723055 45.0507 5081474 1641581 75.5828 24.4172
Public-
Non
Institutions
E-Voting 6586472 22091 0.3354 20515 1576 92.8659 7.1341
Poll
Postal
Ballot (if
applicable)
Total 6586472 22091 0.3354 20515 1576 92.8659 7.1341
Total 40450092 25685444 63.4991 24042287 1643157 93.6028 6.3972
Whether resolution is Pass orNot. Yes
Disclosure of notes on resolution
Resolution(4)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are
in the agenda/resolution?
interested No
Description of resolution considered Ratification of the remuneration payable to Cost Auditors M/s D. C. Dave & Co.,
Cost Accountants Rs. 3,00,000/- (Rupees Three Lacs only) and reimbursement of
out-of-pocket expenses at actual plus applicable taxes, payable to M/s D. C. Dave
& Co.,for the Financial Year endingMarch31,2022
Category Mode of
voting
No. of
shares
held
No. of
votes
polled
% of Votes polled
on outstanding
shares
No. of
votes–in
favour
No. of
votes–
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
Promoter
and
Promoter
Group
E-Voting 18940298 18940298 100 18940298 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 18940298 18940298 100 18940298 0 100 0
Public-
Institutions
E-Voting 14923322 6723055 45.0507 6723055 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 14923322 6723055 45.0507 6723055 0 100 0
Public-
Non
Institutions
E-Voting 6586472 22067 0.335 21270 797 96.3883 3.6117
Poll
Postal
Ballot (if
applicable)
Total 6586472 22067 0.335 21270 797 96.3883 3.6117
Total 40450092 25685420 63.499 25684623 797 99.9969 0.0031
Whether resolution is Pass orNot. Yes
Disclosure of notes on resolution
Resolution(5)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are interested in
the agenda/resolution?
No
Description of resolution considered Appointment of Ms. Priya Nair (DIN: 07119070) as a Non-executive Independent
Director of theCompanyto hold office for a term of5 (five)consecutiveyears.
Category Mode of
voting
No. of
shares
held
No. of
votes
polled
% of Votes polled
on outstanding
shares
No. of
votes–in
favour
No. of
votes–
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
Promoter
and
Promoter
Group
E-Voting 18940298 18940298 100 18940298 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 18940298 18940298 100 18940298 0 100 0
Public-
Institutions
E-Voting 14923322 6723055 45.0507 6441969 281086 95.8191 4.1809
Poll
Postal
Ballot (if
applicable)
Total 14923322 6723055 45.0507 6441969 281086 95.8191 4.1809
Public-
Non
Institutions
E-Voting 6586472 22080 0.3352 20544 1536 93.0435 6.9565
Poll
Postal
Ballot (if
applicable)
Total 6586472 22080 0.3352 20544 1536 93.0435 6.9565
Total 40450092 25685433 63.4991 25402811 282622 98.8997 1.1003
Whether resolution is Pass orNot. Yes
Disclosure of notes on resolution
Resolution(6)
Resolution required: (Ordinary / Special) Special
Whether promoter/promoter group are interested
in the agenda/resolution?
No
Description of resolution considered Re-appointment of Mr. Paras K. Chowdhary (DIN: 00076807) as a Non-executive
Independent Director of the Company to hold office for the second term of 5 (five)
consecutiveyears(Inoperative and standswithdrawn)
Category Mode of
voting
No. of
shares
held
No. of
votes
polled
% of Votes polled
on outstanding
shares
No. of
votes–
in
favour
No. of
votes–
against
% of votes in
favour on votes
polled
% of Votes against
on votes polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
Promoter
and
Promoter
Group
E-Voting 18940298 0 0 0 0 0 0
Poll
Postal
Ballot (if
applicable)
Total 18940298 0 0 0 0 0 0
Public-
Institutions
E-Voting 14923322 0 0 0 0 0 0
Poll
Postal
Ballot (if
applicable)
Total 14923322 0 0 0 0 0 0
Public- Non
Institutions
E-Voting 6586472 0 0 0 0 0 0
Poll
Postal
Ballot (if
applicable)
Total 6586472 0 0 0 0 0 0
Total 40450092 0 0 0 0 0 0
Whether resolution is Pass orNot. No
Disclosure of notes on resolution Textual Information(1)

Text Block

Textual Information(1) Pursuant to Resignation of Mr. Paras K. Chowdhary (DIN: 00076807) with effect from September 3, 2021, Resolution No. 6 of the AGM Notice pertaining to re-appointment of Mr. Paras K Chowdhary as an Independent Director, had become inoperative and stands withdrawn. Hence, voting results for the same have not been provided by the Scrutinizer.

Resolution(7)
Resolution required: (Ordinary / Special) Special
Whether promoter/promoter group are
in the agenda/resolution?
interested No
Description of resolution considered Approval of payment of remuneration to Mr. H. V. Goenka, Non -executive
Chairman,for theyear 2020-21
Category Mode of
voting
No. of
shares
held
No. of
votes
polled
% of Votes polled
on outstanding
shares
No. of
votes–in
favour
No. of
votes–
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
Promoter
and
Promoter
Group
E-Voting 18940298 18940298 100 18940298 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 18940298 18940298 100 18940298 0 100 0
Public-
Institutions
E-Voting 14923322 10430750 69.8956 7114174 3316576 68.2039 31.7961
Poll
Postal
Ballot (if
applicable)
Total 14923322 10430750 69.8956 7114174 3316576 68.2039 31.7961
Public-
Non
Institutions
E-Voting 6586472 22142 0.3362 16161 5981 72.988 27.012
Poll
Postal
Ballot (if
applicable)
Total 6586472 22142 0.3362 16161 5981 72.988 27.012
Total 40450092 29393190 72.6653 26070633 3322557 88.6962 11.3038
Whether resolution is Pass orNot. Yes
Disclosure of notes on resolution
Resolution(8)
Resolution required: (Ordinary / Special) Special
Whether promoter/promoter group are interested in
the agenda/resolution?
No
Description of resolution considered Approval for issue of Non-convertible Debentures up to Rs. 500 Crores on private
placement basis.
Category Mode of
voting
No. of
shares
held
No. of
votes
polled
% of Votes polled
on outstanding
shares
No. of
votes–in
favour
No. of
votes–
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
Promoter
and
Promoter
Group
E-Voting 18940298 18940298 100 18940298 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 18940298 18940298 100 18940298 0 100 0
Public-
Institutions
E-Voting 14923322 6723055 45.0507 6723055 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 14923322 6723055 45.0507 6723055 0 100 0
Public-
Non
Institutions
E-Voting 6586472 22141 0.3362 19060 3081 86.0846 13.9154
Poll
Postal
Ballot (if
applicable)
Total 6586472 22141 0.3362 19060 3081 86.0846 13.9154
Total 40450092 25685494 63.4992 25682413 3081 99.988 0.012
Whether resolution is Pass orNot. Yes
Disclosure of notes on resolution
Resolution(9)
Resolution required: (Ordinary / Special) Special
Whether promoter/promoter group are interested
in the agenda/resolution?
No
Description of resolution considered Approval to keep the Registers under Section 92 of the Companies Act, 2013, at
the office of TSR Darashaw Consultants Private Limited, Registrars and Transfer
Agents of theCompany.
Category Mode of
voting
No. of
shares
held
No. of
votes
polled
% of Votes polled
on outstanding
shares
No. of
votes–in
favour
No. of
votes–
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
Promoter
and
Promoter
Group
E-Voting 18940298 18940298 100 18940298 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 18940298 18940298 100 18940298 0 100 0
Public-
Institutions
E-Voting 14923322 6723055 45.0507 6723055 0 100 0
Poll
Postal
Ballot (if
applicable)
Total 14923322 6723055 45.0507 6723055 0 100 0
Public-
Non
Institutions
E-Voting 6586472 22140 0.3361 21558 582 97.3713 2.6287
Poll
Postal
Ballot (if
applicable)
Total 6586472 22140 0.3361 21558 582 97.3713 2.6287
Total 40450092 25685493 63.4992 25684911 582 99.9977 0.0023
Whether resolution is Pass or Not. Yes
Disclosure of notes on resolution

Annexure B

PARIKH & ASSOCIATES COMPANY SECRETARIES

Office

111, 11[th ] Floor, Sai-Dwar CHS Ltd Sab TV Lane, Opp. Laxmi Industrial Estate, Off Link Road, Above Shabari Restaurant, Andheri (W), Mumbai : 400053 Tel No 26301232 / 26301233 / 26301240 Email: [email protected] [email protected]

To, The Chairman CEAT Limited 463, Dr. Annie Besant Road, Worli, Mumbai – 400 030

Dear Sir,

Sub: Consolidated Scrutinizer’s Report on remote e-voting conducted pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended by Companies (Management and Administration) Amendment Rules, 2015 and e-voting during the AGM for the 62[nd] Annual General Meeting of CEAT Limited held on Tuesday, September 14, 2021 at 4.30 p.m. (IST) through video conferencing (‘VC’) / other audio visual means (‘OAVM’).

I, Mitesh Dhabliwala, of Parikh & Associates, Practising Company Secretaries, had been appointed as the Scrutinizer by the Board of Directors of CEAT Limited pursuant to Section 108 of the Companies Act, 2013 (“the Act”) read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, to conduct the remote e- voting process in respect of the below mentioned resolutions proposed at the 62[nd] Annual General Meeting (“AGM”) of CEAT Limited on Tuesday, September 14, 2021 at 4.30 p.m.(IST) through VC/OAVM.

I was also appointed as Scrutinizer to scrutinize the e-voting process during the said AGM.

The notice dated July 21, 2021, convening the AGM, as confirmed by the Company was sent to the shareholders in respect of the below mentioned resolutions proposed to be passed at the AGM of the Company through electronic mode to those Members whose email addresses are registered with the Company/ Depositories, in compliance with the MCA Circular dated May 5, 2020 read with circulars dated April 8, 2020 and April 13, 2020 and January 13, 2021 (collectively referred to as “MCA Circulars”) and SEBI Circular dated May 12, 2020 and January 15, 2021.

1

Continuation Sheet

The Company had availed the e-voting facility offered by National Securities Depository Limited’s (‘NSDL’) for conducting remote e-voting and e-voting at the AGM by the Shareholders of the Company.

The voting period for remote e-voting commenced on Saturday, September 11, 2021 9:00 a.m. (IST) and ended on Monday, September 13, 2021 5:00 p.m. (IST) and the NSDL e-voting platform was disabled thereafter.

The Company had also provided e-voting facility to the shareholders present at the AGM through VC / OAVM and who had not cast their vote earlier.

The shareholders of the Company holding shares as on the “cut-off” date of Tuesday, September 07, 2021 were entitled to vote on the resolutions as contained in the Notice of the AGM.

After the closure of e-voting at the AGM, the report on voting done during the AGM and the votes cast under remote e-voting facilitiy prior to the AGM were unblocked and counted.

I have scrutinized and reviewed the remote e-voting and e-voting during the AGM and votes cast therein based on the data downloaded from the NSDL e-voting system.

The Management of the Company is responsible to ensure compliance with the requirements of the Act and rules relating to remote e-voting and e-voting during the AGM on the resolutions contained in the notice of the AGM.

My responsibility as scrutinizer for the remote e-voting and e-voting during the AGM is restricted to making a Scrutinizer’s Report of the votes cast in favour or against the resolutions.

I now submit my consolidated report as under on the results of the remote e-voting and e-voting during the AGM in respect of the said resolutions.

2

Continuation Sheet

Resolution 1: Ordinary Resolution

To receive, consider and adopt:

  • a. the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2021, together with the Reports of the Board of Directors and the Auditors thereon; and

  • b. the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2021, together with the Report of the Auditors thereon.

  • (i) Voted in favour of the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
402 2,55,01,418 100.00 (Rounded Off)

(ii) Voted against the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
7 541 0.00

(iii) Invalid votes:

Number
of
members
whose
votes
were
declared invalid
Number of invalid votes
cast by them
NIL
NIL

3

Continuation Sheet

Resolution 2: Ordinary Resolution

To declare the dividend of Rs. 18/- per equity share of face value of Rs. 10 each paid for the Financial Year ended March 31, 2021.

(i) Voted in favour of the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
406 2,56,85,076 100.00 (Rounded Off)

(ii) Voted against the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
7 541 0.00

(iii) Invalid votes:

Number
of
members
whose
votes
were
declared invalid
Number of invalid votes
cast by them
NIL
NIL

4

Continuation Sheet

Resolution 3: Ordinary Resolution

Appointment of a Director in place of Mr. Arnab Baneerjee (DIN: 06559516), who retires by rotation in terms of Section 152(6) of the Companies Act, 2013 and being eligible, offers himself for re-appointment.

(i) Voted in favour of the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
351 2,40,42,287 93.60

(ii) Voted against the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
60 16,43,157 6.40

(iii) Invalid votes:

Number
of
members
whose
votes
were
declared invalid
Number of invalid votes
cast by them
NIL
NIL

5

Continuation Sheet

Resolution 4: Ordinary Resolution

Ratification of remuneration of the Cost Auditor.

(i) Voted in favour of the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
388 2,56,84,623 100.00 (Rounded Off)

(ii) Voted against the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
21 797 0.00

(iii) Invalid votes:

Number
of
members
whose
votes
were
declared invalid
Number of invalid votes
cast by them
NIL
NIL

6

Continuation Sheet

Resolution 5: Ordinary Resolution

Appointment of Ms Priya Nair (DIN:07119070) as a Non-executive Independent Director of the Company.

(i) Voted in favour of the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
383 2,54,02,811 98.90

(ii) Voted against the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
25 2,82,622 1.10

(iii) Invalid votes:

Number
of
members
whose
votes
were
declared invalid
Number of invalid votes
cast by them
NIL
NIL

7

Continuation Sheet

Resolution 6: Special Resolution

Non-Executive Independent Director of the Company.

September 03, 2021, the resolution for his re-appointment has become inoperative and stands withdrawn. Hence, voting results for the same has not been provided in the report.

Resolution 7: Special Resolution

Payment of commission to Mr. H. V. Goenka, Non-executive Chairman of the Company.

(i) Voted in favour of the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
289 2,60,70,633 88.70

(ii) Voted against the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
123 33,22,557 11.30

(iii) Invalid votes:

Number
of
members
whose
votes
were
declared invalid
Number of invalid votes
cast by them
NIL
NIL

8

Continuation Sheet

Resolution 8: Special Resolution

To offer or invite to subscribe to secured/ unsecured, non-convertible debentures / bonds or such other securities (‘debt securities’) through private placement basis.

(i) Voted in favour of the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
391 2,56,82,413 99.99

(ii) Voted against the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
19 3,081 0.01

(iii) Invalid votes:

Number
of
members
whose
votes
were
declared invalid
Number of invalid votes
cast by them
NIL
NIL

9

Continuation Sheet

Resolution 9: Special Resolution

To keep the Registers and Indexes of Members and Debenture Holders and copies of all Annual Returns together with the copies of certificates and documents required to be annexed thereto or any other documents as may be required at a place other than the Registered Office of the Company.

(i) Voted in favour of the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
398 2,56,84,911 100.00 (Rounded Off)

(ii) Voted against the resolution:

Number
of
members
voted
Number of valid votes
cast by them
% of total number of
valid votes cast
11 582 0.00

(iii) Invalid votes:

Number
of
members
whose
votes
were
declared invalid
Number of invalid votes
cast by them
NIL
NIL

Thanking you, Yours faithfully,

MITESH DHABLIWALA Mitesh Dhabliwala

Digitally signed by MITESH DHABLIWALA DN: c=IN, o=Personal, postalCode=400056, st=Maharashtra, 2.5.4.20=93dfe8136c49c0a2dd48dd81e0a324bccdda8397ae0020 5ac7cb12d6b568b7f9, pseudonym=222A764E922364ED9DF23475021F08E0E28C6DAC, serialNumber=276A7AE95C804FA7001EBCF53A8EDC03272635D E80558851E40027F5756775FA, cn=MITESH DHABLIWALA Date: 2021.09.14 18:36:13 +05'30'

Parikh & Associates Practising Company Secretaries FCS: 8331 CP No.: 9511 111,11th Floor, Sai Dwar CHS Ltd Sab TV Lane, Opp. Laxmi Indl. Estate, Off Link Road, Above Shabari Restaurant, Andheri West, Mumbai – 400053

Place: Mumbai Dated: September 14, 2021.

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