DCW Ltd. — AGM Information 2022

Sep 27, 2022

September 27, 2022

To,
National Stock Exchange of India Ltd.	BSE Limited
Exchange Plaza Bldg.	Department of Corporate Services,
5th Floor, Plot No.C-1	1st floor, New Trading Ring
'G' Block, Near Wockhardt,	Rotunda Building,
Bandra Kurla Complex	Phiroze Jeejeebhoy Towers,
Mumbai 400 051.	Dalal Street, Mumbai - 400001.
Fax:26598237/38	Fax: 22723121/3719/2037/2039
Symbol: DCW	Scrip Code: 500117

Sub: Proceedings of 83,d Annual General Meeting (" AGM") of the Company held on September 27, 2022 - Regulation 30 of SEBI Listing Obligations and Disclosure Requirements} Regulations, 2015 ("Listing Regulations") .'

Pursuant to Regulation 30 read with Para A of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR), please find enclosed herewith the summary of the proceedings of the 83,d Arumal General Meeting of the Company held on Tuesday, 27 September 2022 and marked as Annexure -A

The above is for your information, records and reference. Please note that this document does not constitute minutes of the proceedings of the Annual General Meeting of the Company.

Thanking You,

Yours faithfully,

For DCW Limited DILIP VISHNUBHAI DARJI Digitally signed by DILIP VISHNUBHAI DARJI DN: c=IN, o=PERSONAL, title=2970, 2.5.4.20=277F708891F584725F0EDFCBACDBF951C385A738 4FA539F32C3D7AA0A7AEDB63, postalCode=400068, st=Maharashtra, serialNumber=1cfd7e8397e9743b7646a4451a51e58800a25 c60ad78cc25c95b70b7c69fd6c2, cn=DILIP VISHNUBHAI Date: 2022.09.27 14:38:49 +05'30'

Dilip Darji Sf. General Manager (Legal) & Company Secretary Membership No. ACS-22527

Encl :A/a

Dew LIMITED

HEAD OFFICE: "NIRMAL" 3RD FLOOR, NARIMAN POINT, MUMBAI-400 021. lEL.: 22871914,22871916,22020743 lELEFAX: 22 2202 8838 REGISTERED OFFICE: DHRANGADHRA - 363 315 (GUJRAT STATE) Email: ho@dcwltd.com. Website: www.dcwltd.com. CIN-L241 'OGJ1939PLC000748

Annexure - A

Summary of the proceedings of the 83rd Annual General Meeting of DCW Limited conducted through Video Conferencing I Other Audio Visual Means

The 83rd Arlliual General Meeting (" AGM/Meeting") of the Members of DCW Limited ("the Company") was held on Tuesday, September 27, 2022, through Video Conferencing ("VC') / Other Audio Visual Means ("OAVM") facility. The Meeting commenced at 12:00 noon (1ST).

In compliance with the provisions of the Companies Act, 2013 read with rules framed thereunder, the circulars issued by the Ministry of Corporate Affairs ("MCA"), and the Securities and Exchange Board of India ("SEBI") and the . Secretarial Standards issued by the Institute of Companies Secretaries of India;' the 83rd AGM was held through video conferencing. The Company had provided all Members the facility to attend the AGM thrcugh Video Conferencing.

Mr. Pramod Kumar Jain, Chairman of the Board, chaired the meeting and welcomed the Members present at the 83rd AGM of the Company.

The Chairman after ascertaining that the requisite quorum was present, called the Meeting to order.

He then informed that all the Members of the Board including Mrs. Sujata Rangnekar, the Chairperson of the Audit Committee and Nomination and Remuneration Committee and Mr. Krishnamoorthy Krishnan, the Chairman of Stakeholders' Relationship Committee and members of the senior management team and Company Secretary were present at the Meeting. The representatives of the Statutory Auditors and Secretarial Auditors were also present at the Meeting.

The Chairman then informed the Members that the Register of Directors and Key Managerial Personnel and their shareholdings, the Memorandum and Articles of Association of the Company and other statutory registers and documents required to be kept at the AGM and as mentioned in the Notice of the AGM were kept available for inspection.

Dew LIMITED

HEAD OFFICE: "NIRMAL' 3RD FLOOR, NARIMAN POINT, MUMBAI-400 021. TEL.: 2287 1914,22871916,22020743 TELEFAX: 22 2202 8838 REGISTERED OFFICE: DHRANGADHRA - 363 315 (GUJRAT STATE) Email: ho@dcwltd.com. Website: www.dcwltd.com. CIN-L241'OGJ1939PLC000748

The Notice of the 83rd AGM along with the copies of the Audited Financial Statements for the Financial Year ended March 31, 2022 together with the Boards' and Auditors' Reports were dispatched electronically to all the Members within the statu tory period in accordance with Section 101 of the Companies Act, 2013, the MCA and SEBI circulars.

The Chairman, with permission of the Members present at the AGM, took the Notice of the 83rd AGM and Boards' Report as circulated to all the Members, as read. The Chairman also informed the Members present that there were no qualifications or observations or adverse remarks in the Report of the Statutory Auditor on the Audited Financial Statements of the Company for the Financial Year ended March 31, 2022 and in the Report of the Secretarial Auditors, which have adverse effects on the functioning of the Company and hence the said Reports were taken as read, with the consent of the Members present. .

The Chairman then informed the Members that in terms of Section 108 of the Companies Act, 2013 read with Rule 20 of Companies (Management and Administration) Rules, 2014 and Regulation 44 of the Listing Regulations, the Company had provided remote e-voting facility to its Members. The remote e-voting period commenced on Saturday, September 24, 2022 at 9:00 a.m. (1ST) and concluded on Monday, September 26, 2022 at 5:00 p.m. (1ST). The Chairman further informed that the Company had also provided facility of e-voting during the AGM through electronic means.

The Chairman informed the Members that the Board of Directors of the Company had appointed CS. Dr. S. K. Jain (Membership No. FCS 1473), of Mis. S. K. Jain & Co, Practising Company Secretaries as the Scrutinizer to scrutinize the voting process through remote e-voting and e-voting during the AGM in a fair and transparent manner.

The Chairman then delivered his speech briefing the Members present on the performance and business overview of the Company. He also briefed the Members on the various strategic aspects of the business.

Thereafter, the Chairman offered an opportunity to the Members who had registered themselves as speakers to express their views or ask questions I queries on

resolutions proposed as set out In the Notice of the AGM. The Chairmanl Management addressed and responded to the questions and clarifications sought by the Members.

The following items of business as set out in the Notice convening the 83rd Annual General Meeting were put to vote:

Item No.	Agenda	Resolution (Ordinaryl Special)
	Ordinary Business:
1.	To receive, consider and adopt the Audited Financial Statements of the Company for the Financial Year ended March 31, 2022 together with the Reports of the Board of' Directors and the Auditor's thereon.	Ordinary Resolution
2.	To declare a dividend at the rate of Rs. 0.401- (Forty Paise only) per equity share of Rs. 21- (Two Rupees) each fully paid-up of the Company for the Finap.cial Year ended March 31,2022.	Ordinary Resolution
3.	To appoint Mr. Bakul Premchand Jain (DIN:00380256), who retires by rotation in terms of Section 152(6) of the Companies Act, 2013 and being eligible, offers himself for re-appointment.	Ordinary Resolution
4.	To appoint Mis. V. Sankar Aiyar & Co., Chartered Accountants as Statutory Auditors of the Company and to fix their remuneration.	Ordinary Resolution
	Special Business:
5.	To increase the overall maximum limit of Managerial Remuneration	SpeCial Resolution
6.	To re-appoint Mr. Bakul Premchand Jain (DIN:00380256) as Managing Director of the Company	Special Resolution

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DeW LIMITED HEAD OFFICE: "NIRMAL" 3RD FLOOR , NARIMAN POINT , MUMBAI-400 021. lEL.: 2287 1914, 2287 1916, 2202 0743 lELEFAX: 22 2202 8838 REGISTERED OFFICE: DHRANGADHRA - 363 315 (GUJR!\T STATE) Email: ho@dcwltd.com. Website: www.dcwltd.com. CIN-L24110GJ1939PLC000748

7.	To re-appoint Mr. Vivek Shashichand Jain (DIN: 00502027) as Managing Director of the Company	Special Resolution
8.	Ratification of Remuneration of the Cost Auditors for the Financial Year ending March 31, 2023	Ordinary Resolution

All items as set out above were transacted tlU'ough remote e-voting and e-voting during the AGM through elech'onic means.

The Chairman informed the members that the combined results of voting (remote evoting and e-voting during the AGM) along with the Scrutinizers' Combined Report shall be declared within 2 working days of the Meeting and would be communicated to the Stock Exchanges where equity shares of the Company are listed. He further informed that the combined results shall also be uploaded on the website of the · Company at www.dcwltd.com and NSDL simultaneously.

The proceedings of the AGM shall be deemed to be conducted at the Registered Office of the Company which shall be the deemed Venue of the AGM.

The Meeting concluded at 12:30 p.m. with a vote of thanks to the Chair.

Thanking You,

Yours faithfully,
For DCW Limited

Dilip Darji Sr. General Manager (Legal) & Company Secretary Membership No. ACS-22527

Dew LIMITED

HEAD OFFICE: "NIRMAL" 3RD FLOOR, NARIMAN POINT, MUMBAI·400 021. 'TEL.: 2287 1914, 2287 1916, 2202 0743 'TELEFAX: 22 2202 8838 REGISTERED OFFICE: DHRANGADHRA - 363 315 (GUJRAT STATE) Email: ho@dcwltd.com. Website: www.dcwltd.com. CIN-L24110GJ1939PLC000748