Centum Electronics Ltd — AGM Information 2024

Aug 9, 2024

09[th] August 2024

Ref: CEL/NSEBSE/AGM/09082024

To,

Listing Department, National Stock Exchange of India Limited, Exchange Plaza, Bandra Kurla Complex, Bandra(East),Mumbai – 400 051	Department of Corporate Services – Listing, BSE Limited, P. J. Towers, Dalal Street, Mumbai – 400 001

Re: Scrip Symbol: CENTUM/ Scrip Code: 517544

Dear Sir/ Madam,

Sub: Proceedings of the Thirty First Annual General Meeting held on 09[th] August, 2024

Pursuant to the provisions of Regulation 30 read with Schedule III Para A of Part A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby inform you that the 31[st] Annual General Meeting (AGM) of the Members of Centum Electronics Limited (‘the Company’) was held on Friday, 09th August 2024 at 11:30 AM (IST) through Video Conference (VC) / Other Audio- Visual Means (OAVM). The Meeting commenced at 11:30 AM and concluded at 12:24 PM.

Brief Proceedings of the AGM as per Regulation 30 read with Schedule III, Para A, Part A, of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is provided in Annexure.

Kindly take this on record

Yours faithfully,

For Centum Electronics Limited

Digitally signed by INDU H S Date: 2024.08.09 20:32:12 INDU H S +05'30'

Indu H S

Company Secretary & Compliance Officer ICSI Membership No. F12285

Encl: as above

Centum Electronics Limited

44, KHB Industrial Area, Yelahanka New Town, Bangalore - 560 106, Karnataka, India Tel +91-(0)80-4143-6000 Fax +91-(0)80-4143-6005 Website www.centumelectronics.com E-mail info@centumelectronics.com CIN - L85110KA1993PLC013869

CENTUM ELECTRONICS LIMITED

SUMMARY OF THE PROCEEDINGS OF THE 31ST ANNUAL GENERAL MEETING HELD ON FRIDAY, 09TH AUGUST, 2024 FROM 11:30 A.M TO 12:24 P.M. THROUGH VIDEO CONFERENCING (VC)/OTHER AUDIO-VISUAL MEANS (OAVM)

Present :

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SI Name Designation Participated in the
No. Video Conferencing
from
1. Mr. Apparao V Chairman & Managing
Mallavarapu Director
2. Mr. Nikhil Mallavarapu Executive Director
3. Mr. Manoj Nagrath Independent Director and
Chairman of the Audit
Committee, Nomination & Registered and
Remuneration Committee Corporate Office,
and Stakeholders’ Bangalore
Relationship Committee
4. Mr. Tarun Sawhney Independent Director
5. Ms.Tanya Mallavarapu Non-Executive Director
6. Mr. Thiruvengadam P Independent Director and
Chairman of Corporate Social
Responsibility Committee
7. Ms. V Kavitha Dutt Independent Director
8. Mr. Rajiv C Mody Independent Director Bangalore
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In Attendance – Key Managerial Personnel

SI. No	Name	Designation	Participated in the Video Conferencing from
1.	Mr. Desikan K S	Chief Financial Officer	Registered & Corporate office,Bangalore
2.	Ms. Indu H S	CompanySecretary

By Invitation

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SI. Name Designation Remarks
No
1. Mr. Navin Agarwal Partner of S.R. Batliboi &
Associates LLP, Statutory Participated through
Auditors Video Conferencing
2. Ms. Aarthi G Krishna Secretarial Auditor
3. Mr. S P Nagarajan Scrutinizer
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Shareholder Present at the Meeting:

A total of 47 Shareholders were present at the meeting through Video Conferencing facility.

The Company Secretary welcomed the members to the Meeting which was held through Video Conferencing as permitted by the Ministry of Corporate Affairs and Securities & Exchange Board of India. She then provided a brief introduction of the Board of Directors and Chief Financial Officer.

She then briefed the Shareholders regarding the arrangements made for the meeting.

The Company Secretary further informed that the facility of remote e-voting and e-voting at the Annual General Meeting is provided in accordance with the provisions of the Companies Act, 2013 and SEBI Listing Regulations. The Company has appointed Mr. S P Nagarajan, Practicing Company Secretary, as the Scrutinizer to report on the combined voting results of remote e-voting and the instapoll for each of the items as per the Notice of the AGM.

She then requested the Chairman of the Meeting to conduct the further proceedings of the meeting.

Mr. Apparao V Mallavarapu, Chairman and Managing Director of the Company Chaired the meeting and welcomed the Members to the 31[st] Annual General Meeting of the Company.

The Chairman informed the members that the requisite quorum for the meeting was present and further declared that the meeting is in order.

He then briefed the members that the Statutory Registers as required under the provisions of the Companies Act, 2013 was available for electronic inspection during the meeting. The Annual Report for the financial year 2023-24 had been circulated to all the members by email who have registered their email address.

The Chairman then delivered his speech.

Further, the Chairman invited the speaker shareholders and other members to raise their queries, if any and requested the moderator from KFin Technologies to keep the floor open for the speaker Shareholders.

He then listed down the queries sought by the Shareholders and answered them together. The Chairman also requested Mr. K. S. Desikan, Chief Financial Officer and Mr. Nikhil Mallavarapu, Executive Director to provide their inputs to the Shareholders.

The Chairman ensured that all the queries are suitably responded to the Shareholders.

He then thanked all the Shareholders for taking initiative to join the meeting through video conferencing. The Chairman also thanked the Board of Directors for their participation.

The Chairman authorized Indu H S, Company Secretary to conduct the voting procedure and conclude the meeting. He informed the members that the e-voting facility will be open for the next 15 minutes to enable those members who had not exercised their votes in the remote e- voting facility to cast their vote electronically which was provided through Instapoll during the Meeting.

He also informed the members that the results would be announced within two working days and the same will be filed with the Stock Exchanges and uploaded on the website of the Company.

The following resolutions were transacted in the meeting:

DETAILS OF RESOLUTIONS:

. Resolution No	Description of the Resolutions passed	Mode of Voting	Result of Voting
1	Adoption of Standalone Financial Statements and Reports thereon for the financial year ended 31st March, 2024.	E Voting & Instapoll	The Resolution as mentioned in Item 1 of the Notice of the 31stAGM stands passed with requisite majority as an OrdinaryResolution.
2	Adoption of Consolidated Financial Statements and Reports thereon for the financial year ended 31st March, 2024.	E Voting & Instapoll	The Resolution as mentioned in Item 2 of the Notice of the 31stAGM stands passed with requisite majority as an OrdinaryResolution.
3	Declaration of final Dividend of Rs.3.00/- per equity Share (i.e., 30%) of Rs. 10/- each for	E Voting & Instapoll	The Resolution as mentioned in Item 3 of the Notice of the 31stAGM stands passed with

	the financial year ended 31st March 2024.		requisite majority as an OrdinaryResolution.
4	Appointment of a Director in place of Ms.Tanya Mallavarapu (DIN: 01728446) who retires by rotation and being eligible, offers herself for the re-appointment.	E Voting & Instapoll	The Resolution as mentioned in Item 4 of the Notice of the 31stAGM stands passed with requisite majority as an OrdinaryResolution.
5	Appointment of Mr.Tarun Sawhney (DIN: 00382878) as an Independent Director of the Company.	E Voting & Instapoll	The Resolution as mentioned in Item 5 of the Notice of the 31stAGM stands passed with requisite majority as a Special Resolution.
6	Approval of remuneration payable to M/s K.S. Kamalakara & Co., Cost Accountants, appointed as Cost Auditors for the financial year 2024-25.	E Voting & Instapoll	The Resolution as mentioned in Item 6 of the Notice of the 31stAGM stands passed with requisite majority as an Ordinary Resolution.