Disa India Ltd. — AGM Information 2020

Aug 13, 2020

I

Norican Group Shaping Industry

Ref: DIL/SEC/2020-21/26 Date: August 13, 2020

The Listing Manager BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400 001

Telephone no: +91 22 2272 1233/1234 Fax no: +91 22 2272 1919

BSE Scrip Code: 500068 Name of the Company: Disa India limited

Dear Sir,

SUB: Proceedings of 35[th ] Annual General Meeting and Voting Results

With reference to the above, the 35[th ] Annual General Meeting (AGM) of the Company was held through Video Conferencing (VC) on August 12, 2020. In this context, please find enclosed the following documents:

• (1) Brief Proceedings of AGM as per Regulation 30 read with Schedule Ill, Para A, Part A, of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Annexure 1.

• (2) Voting Results as per Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Annexure 2.

• (3) Report of Scrutinizer, pursuant to Section 108 & 109 of the Companies Act, 2013 and Rule 20 of Companies (Management and Administration) Rules, 2014 - Annexure 3.

Kindly take this notice as compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Thanking you,

Yours sincerely, For� Limited,

G. Prasanna Bairy

Company Secretary & Compliance Officer

ENCL: As above.

DISA India Limited

Registered office: T:+ +91 Bo 4020 1400-04 Manufacturing Facility Manufacturing Facility 5" Floor, Kushal Garden Arcade, F: +91 Bo 2839 1661 Tumkur, No. 28-32, Satyamangala Hosakote, Plot No. 50, KIAOB 1A Peenya Industrial Area E, bangalore@noricangroup.com Industrial Area, Tumkur- 572 104 Industrial Area, Hosakote - 652 114, Peenya 2� Phase www.disagroup.com Karnataka, INDIA Karnataka, INDIA Bangalore - 560058 www.wheelabratorgroup.com T: +91 816 6602000/01 T:+91 Bo 279171310/27971516 Karnataka, INDIA CIN: LB5110KA1984PLC006116 E, tumkur@noricangroup.com E, hosakote@noricangroup.com

We are Norican: DISA I ltalpresse I Gauss I StrikoWestofen I Wheelabrator www.noricangroup.com

Regional Sales & Service Contact: New Delhi - delhi@noricangroup.com Kolkata - kolkata@noricangroup.com Pune - pune@noricangroup.com Rajkot - rajkot@noricangroup.com Parts/Service, cdc.india@noricangroup.com

1

Norican Group Shaping Industry

ANNEXURE-1

Proceedings of 35[th ] Annual General Meeting (AGM) held on August 12, 2020

The 35[th ] AGM of the Members of DISA India Limited was convened at 11.00 AM. on Wednesday, August 12, 2020 through Video Conferencing (VC).

Mr. Sanjay Arte, Independent Director & Chairman of the Company chaired the Meeting.

The quorum being present, the Chairman called the meeting to order. With the consent of the shareholders, the Notice convening the Meeting was taken as read. There were 35 Members present through VC, including Corporate Holders and the quorum was present throughout the Meeting. Chairman addressed the Members. As requested by the Chairman, Mr. Lokesh Saxena, Managing Director, provided operational highlights of the Company for the Financial Year 2019-20. Thereafter, Chairman put forth the items as set out in the Notice to be transacted in the meeting. The shareholders who had registered in advance with the Company were then invited to ask questions or express their views. Queries were accordingly raised by the registered shareholders. Mr. Lokesh Saxena, Managing Director of the Company responded to all the queries/clarifications sought.

It was informed that the facility to cast votes through remote e-voting was made available to the Members from August 8, 2020 (9 AM) to August 11, 2020 (5 PM) and e-voting through CDSL portal was provided during the AGM to those members who did not cast their votes through remote e-voting. The following items of business were transacted at the 35[th ] AGM:

Ordinary Business:

1. Adoption of the Financial Statements (including consolidated financial statements) of the Company for the Financial Year ended March 31, 2020, together with the Reports of the Board of Directors and the Auditors thereon.

2. Declaration of Dividend of Rs. 2.50/- per Equity Share of Rs. 10/- each (25%) for the financial year ended March 31, 2020.

3. Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director, who retired by rotation and offered himself for re-appointment.

Special Business:

1. Ratification of remuneration of Cost Auditors for the financial year ended March 31, 2020. 5. Re-appointment of Mr. Lokesh Saxena (DIN:07823712) as Managing Director of the Company.

Chairman informed the Members that the Voting Results, along with Scrutinizer's Report, would be filed with BSE and would be placed on the Company's website and also on the website of CDSL.

All the Resolutions as set out in the Notice of the 35[th ] AGM were passed by the Members with the requisite majority. The meeting commenced at 11.00 AM and concluded by 11.56 AM.

For D� Limited G Pr�airy

DISA �[�retary and Compliance Officer ]

Registered office: T:+ +91 So 4020 1400-04 Manufacturing Facility Manufacturing Facility Regional Sales & Service Contact: 5" Floor, Kushal Garden Arcade, F: +91 Bo 2839 1661 Tumkur: No. 28 32, Satyamangala Hosakote, Plot No. 50, KIADB New Delhi - delhi@noricangroup.com 1A Peenya Industrial Area E: bangalore@noricangroup.com Industrial Area, Tumkur-572 104 Industrial Area, Hosakote - 652 114, Kolkata - kolkata@noricangroup.com Peenya 2"' Phase www.disagroup.com Karnataka, INDIA Karnataka, INDIA Pune - pune@noricangroup.com Bangalore - 560058 www.wheelabratorgroup.com T: +91 816 6602000/01 T:+91 So 279171310/27971516 Rajkot - rajkot@noricangroup.com Karnataka. INDIA CIN: L85110KA1984PLC006116 E, tumkur@noricangroup.com E, hosakote@noricangroup.com Parts/Service, cdc.india@noricangroup.com

We are Norican : DISA I ltalpresse I Gauss I StrikoWestofen I Wheelabrator

www.noricangroup.com

2

Norican Group Shaping Industry

ANNEXURE -2

Format for Voting Results

			Auqust12,2020
			3647
No. of shareholderspresentinthemeetingeitherinpersonor through proxy: Promoters and Promoter Group: Public: No. of shareholders attended the meeting through Video Conferencing (VC): Promoters and Promoter Group: Public:			NA NA
	through Video		2 33

DISA India Limited

Registered office: T,+ +91 Bo 4020 1400-04 Manufacturing Facility 5" Floor, Kushal Garden Arcade, F, +91 Bo 2839 1661 Tumkur, No. 28-32, Satyamangala 1A Peenya Industrial Area E, bangalore@noricangroup.com Industrial Area, Tumkur - 572 104 Peenya 2["' ] Phase www.disagroup.com Karnataka, INDIA Bangalore - 560058 www.wheelabratorgroup.com T, +91 816 6602000/01 Karnataka, INDIA CIN, L85110KA1984PLC006116 E, tumkur@noricangroup.com

Manufacturing Facility Hosakote, Plot No. 50, KIADB Industrial Area, Hosakote - 652 114, Karnataka, INDIA T,+91 Bo 279171310/27971516 E, hosakote@noricangroup.com

Regional Sales & Service Contact: New Delhi - delhi@noricangroup.com Kolkata - kolkata@noricangroup.com Pune • pune@noricangroup.com Rajkot - rajkot@noricangroup.com Parts/Service, cdc.india@noricangroup.com

We are Norican: DISA I ltalpresse I Gauss I StrikoWestofen I Wheelabrator

www.noricangroup.com

3

Resolution(1)	Resolution(1)	Resolution(1)	Resolution(1)	Resolution(1)	Resolution(1)	Resolution(1)	Resolution(1)	Resolution(1)	Resolution(1)
Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered								Adoption of Financial S		Ordinary No tatements for the yea	r ended March 31, 2020.
Category	Mode of voting		No. of shares hel	d	No. of vot polled	es		% 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) 108805	(5) 6 0 0 0 0 0	(6)=[(4)/{2)]*100 100.0000		(7)=[(5)/{2)]*100 0.0000 0 0
Promoter and Promoter Group Public- Institutions	E-Voting Poll Postal Ballot(if applicable)		108805	6	108	8	05	6 100.0000
								0 0.0000 0 0.0000				0 0
	Total E-Voting Poll Postal Ballot(if applicable)		108805	6	108	8	05	6 100.0000	108805	6 0	100.000	0	0.0000
			13918	7	13	7	18	7 98.5631	13718	7 0 0 0 0 0	100.000	0	0.0000 0
								0 0.0000				0
								0 0.0000				0	0
	Total		13918	7	13	7	18	7 98.5631	13718	7 0	100.000	0	0.0000
Public- Non Institutions	E-Voting Poll Postal Ballot(if applicable)		22696	2		4	06	4 1.7906	406	3 1 7 0 0 0	99.975	4	0.0246
								7 0.0031			100.000	0	0.0000
								0 0.0000				0	0 0.0246 0.0001
	Total		22696	2	122	4 9	07 31	1 1.7937	407	0 1 3 1	99.975 99.999	4 9
	Total			5				4 84.5351	122931
								Whether resolution		is Pass or Not.		Yes

4

Resolution(2)	Resolution(2)	Resolution(2)	Resolution(2)	Resolution(2)	Resolution(2)	Resolution(2)
Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered							Ordinary No Declaration of divide		nd.
Category	M	ode 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 Poll Postal Ba	llot(if applicable)	1088056	1088056 0 0	100.0000		6 0 0	0 0 0	100.00	00	0.0000
										0	0
										0	0
	Total		1088056	1088056	100.0000	108805	6	0	100.00	00	0.0000
Public- Institutions	E-Voting Poll Postal Ba	llot(if applicable)	139187	137187 0 0	98.5631	13718	7 0 0	0 0 0	100.00	00	0.0000
					0.0000					0	0
					0.0000					0	0
	Total		139187	137187	98.5631	13718	7	0	100.00	00	0.0000
Public- Non Institutions	E-Voting Poll Postal Ba	llot(if applicable)	226962	4064 7 0	1.7906	406	3 7 0	1 0 0	99.975	4	0.0246
					0.0031 0.0000				100.00	00 0	0.0000 0
	Total		226962	4071	1.7937	407	0	1	99.97	54	0.0246
		Total	1454205	1229314	84.5351	122931	3	1	99.999	9	0.0001
					Whether resolution		is Pass or Not.			Yes

5

Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o	Resolution(3) Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered Ordinary No Re-appointment of Mr. Anders Wilhjelm (DIN: 08507772) as a Director o
Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered													f the Company.
Category	M		ode of voting	No. of shares hel	d	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 (7)=((5)/(2)]*100
				(1)		(2)	(3)=((2)/(1))*100	(4)		(5)		(6)=[(4)/(2)]*100
Promoter and Promoter Group	E-Voting Poll Postal Bal		lot(if applicable)	108805	6	- 1088056 0 0	100.0000	108805	6 0 0		0 0 0	100.000	0	0.0000
							0.0000 0.0000						0 0	0 0 0.0000
	Total			108805	6	1088056	100.0000	108805	6		0	100.000 100.000	0
Public- Institutions	E-Voting Poll Postal Ba		llot(if applicable)	13918	7	137187 0 0	98.5631	13718	7 0 0		0 0 0		0	0.0000
							0.0000 0.0000					100.000	0 0	0 0
	Total E-Voting Poll Postal Bal			13918	7	137187	98.5631	13718	7		0		0	0.0000 0.0246 0.0000 0
Public- Non Institutions			- lot(if applicable) 22696		2	- 4064 - - 7 - 0	1.7906 0.0031 0.0000	406 - 407	3 7 0 0		1 0 0	99.975 100.000 99.975	4 0 0
	Total		22696		2	4071	1.7937				1		4	0.0246
			Total	145420	5	1229314	84.5351	122931	3		1	99.999	9	0.0001
							Whether resolution						Yes

6

Resolution(4)	Resolution(4)	Resolution(4)	Resolution(4)	Resolution(4)	Resolution(4)	Resolution(4)	Resolution(4)	Resolution(4)	Resolution(4)
Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered						Ordinary No Ratification of remuneration of C				ost Auditors. % of votes in % of Votes against favour on votes on votes polled polled
Category	M	ode of voting No. of shares hel		d	No. of votes polled	% of Votes polled No. of votes -in on outstanding favour shares			No. of votes - against	% of votes in favour on votes polled
		(1)			(2)	(3)=((2)/(1)]100 (4)*			(5)	(6)=[(4)/(2)]*100 100.0000		(7)=[(5)/(2))*100
Promoter and Promoter Group	E-Voting Poll Postal Ba	108805 llot(if applicable)		6	1088056 0 0	100.000	0 1088056 0 0 0 0		0 0 0		0	0.0000
						0.000					0	0
						0.000	0			100.000	0	0
	Total		108805	6	1088056	100.000	0	1088056 0			0	0.0000
Public- Institutions	E Voting Poll Postal Ba	llot(if applicable)	13918	7	137187 0 0	98.563	1	137187 0 0 0 0 0		100.000	0	0.0000
						0.000	0				0	0
						0.000	0				0	0
	Total E-Voting Poll Postal Ballot(if applicable)		13918	7	137187	98.563	1	137187 0		100.000	0	0.0000
Public- Non Institutions			226962		4064 7 0	1.790	6	4063 1 7 0 - 0 0		99.975	4	0.0246
						0.0031 0.0000				100.000	0 0 4	0.0000 0 0.0246
	Total		22696	2	4071	1.7937		4070 1 1229313 1		99.975 99.999
	Total			5	1229314	84.5351					9	0.0001
				Whether resolution is Pass or Not.							Yes

7

Resolution(5)	Resolution(5)	Resolution(5)	Resolution(5)	Resolution(5)	Resolution(5)	Resolution(5)	Resolution(5)
Resolution required: (Ordinary/ Special) Whether promoter/promoter group are interested in the agenda/resolution? Description of resolution considered					Re-appointment of Mr. Lokes			h Saxe	Special No na (DIN:07823712) a			s Managing Director of the Company.
Category	M	ode of voting	No. of shares held	No. of votes polled	% of Votes polled on outstanding shares	No. of vot favou		es - in r		No	. of votes - against	% of votes in favour on votes polled		% of Votes against on votes polled
			(1)	(2)	(3)=[(2)/(1)1*100	(4)					(5)	(6)=[(4)/(2))+100		(7)=[(5)/(2)]*100
Promoter and Promoter Group	E-Voting Poll Postal Ba	llot(if applicable)	1088056	1088056 0 0	100.0000 0.0000 0.0000		1	08805	6 0 0		0 0 0	100.000	0 0	0.0000 0
													0	0
	Total		1088056	1088056	100.0000		1	08805	6		0	100.000	0	0.0000
Public- Institutions	E-Voting Poll Postal Ba	llot(if applicable)	139187	137187 0 0	98.5631		1	3718	7 0 0		0 0 0	100.000	0	0.0000
					0.0000								0	0
													0	0
	Total		139187	137187	98.5631		1	3718	7		0	100.000	0	0.0000
Public-Non Institutions	E-Voting Poll Postal Ba	llot(if applicable)	226962	4054 7 -·- 0	1.7862 0.0031 0.0000			405	3 7 0		1 0 0	99.975	3	0.0247
					0.0031 0.0000							100.000	0 0	0.0000 0
	Total		226962	4061	1.7893			406	0		1	99.975	4	0.0246
		Total	1454205	1229304	84.5344		1	22930	3		1	99.999	9	0.0001
					Whether r		eso	lution	is Pass		or Not.		Yes

8

VIJAYAKRISHNA KT BBM, LLB, FCS, ACMA Company Secretary

==> picture [134 x 20] intentionally omitted <==

496/4, II Floor, 10th Cross Near Bashyam Circle, Sadashivanagar, Bangalore - 560 080, INDIA Tel: +91 80 23610847, 41231106 e-mail : vijaykt@vjkt.in ktvijaykrishna@gmail.com

SCRUTINIZER'S REPORT

[Pursuant to Sections 108 & i 09 of the Companies Act, 2013 and the Companies (Management & Administration) Rules, 2014]

To Mr. Sanjay Arte Chairman DISA India Limited 5[th ] Floor, Kushal Garden Arcade 1A Peenya Industrial Area Peenya 2[nd ] Phase Bangalore- 560 058

Dear Sir,

I, Vijayakrishna KT, Company Secretary in Whole-Time Practice (FCS No.1788, CP No. 980), having office at # 496/4, 2[nd ] Floor, 10[th ] Cross, Near Bashyam Circle, Sadashivanagar, Bengaluru- 560080, duly appointed as Scrutinizer by DISA India Limited ('the Company')for the purpose of scrutinizing the voting the e-voting prior to the AGM ('remote e-voting') and electronic voting ('e-voting')at the 35[t][h] Annual General Meeting held on Wednesday, August 12, 2020 at 11.00 AM 1ST held through Video Conferencing ('VC')/Other Audio Visual Means ('OAVM'),pursuant to Sections 108 and 109 of the Companies Act, 2013 (the Act), read with Rules 20 and 21 of the Companies (Management & Administration) Rules, 2014 (the Rules) as amended from time to time and the provisions of Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015(the Listing Regulations), hereby furnish my Report to you.

The Notice dated June 3, 2020, as confirmed by the Company was sent to the Shareholders in respect of the below mentioned resolutions passed at the AGM of the Company through electronic mode to those Members whose email addresse$ are registered with the Company/ Depositories, in compliance with the MCA Circular dated May 5, 2020 read with Circular No.14/2020 dated April 8, 2020 and Circular No. 17/2020 dated April 13, 2020 (collectively referred to as "MCA Circulars") and SEBI Circular dated May 12, 2020.

The Management of the Company is responsible to ensure compliance of the requirement f the Companies Act, 2013 and Rules relating to voting through remote . -votin nd e-votingat the Annual General Meeting venue for the resolutions proposed '1)' � •• co,,,� ..,. FCS � .,§' - � 1 ; cP. ,iao t �� * * � Banga\o\ Tel : +91 80 23221564 s : No. 66, Sathyanarayana Layout, West of Chord Road, III Stage, Bangalore - 560 079, INDIA

9

in the Notice of 35[th] Annual General Meeting. My resp·onsibility as a Scrutinizer. is to ensure that the voting process is conducted in a fair and transparent manner and is restricted to make a Scrutinizer's Report for the votes casts in "favour" or "against" on the resolutions proposed in the Notice convening the 35[th] Annual General Meeting of the Company.

The e-voting facility both for remote e-voting and e-voting at the AGM were provided by Central Depository Services (India) Limited (CDSL).

In terms of the aforesaid Notice and as per the provIsIons of Section 108 of the Companies Act, 2013 (the Act) read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, the remote e-voting was kept open for four days from 8[th ] August, 2020 (9.00 A.M. 1ST) till 11[th ] August, 2020(5.00 P.M. 1ST) and Members were requested to cast their votes electronically conveying their assent or dissent in respect of the resolutionson the e-voting platform.

After declaration of voting by Chairman, the Shareholders present at the AGM through VC/OAVM voted through e-voting facility at the AGM provided by CDSL at the AGM.

The Members holding Equity Shares as on the "cut-off date" Le.4[th ] August, 2020 were entitled to vote on the resolutions proposed in the Notice calling the 35[th] Annual General Meeting.

At the end of the voting period on 11th August, 2020 (5.00 P.M. 1ST), the voting portal of CDSL was blocked forthwith.

After the conclusion of e-voting at the AGM, the votes cast under remote e-voting and votes cast through e-voting at the AGM were unblocked on 12[th] August, 2020, in presence of Mr. S R Ravianand and Mr. Ajith Sharmawho acted as witnesses as prescribed under sub-rule 3(xii) of Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended and thereafter the votes cast there under were counted.

Thereafter, the details containing inter a/ia, the list of members, who voted "for" or "against" each of the resolution that were put to vote, were derived from the report generated from the e-voting portal of CDSL i.e. www.evotingindia.comand based on such reports.

a. 20(folio wise) members have cast their votes through remote e-voting.

b.6(folio wise) members have cast their votes through e-voting at the Annual General Meeting.

The brief analysis of the results of the remote e-voting and e-voting at the Annual General eeting are as under.

==> picture [71 x 78] intentionally omitted <==

2

10

ORDINARY BUSINESS:

Item No.1: Adoption of Audited Financial Statements (including the Consolidated financial statements) of the Company for the Financial year ended 31[st ] March, 2020, together with the Reports of the Board of Directors and the Auditors thereon:

Ordinary Resolution:

Particulars	No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	Percentage on Valid votes
	Remote e-voting e-voting at the AGM			Total
	No of members voted	No. of No of Votes members cast voted (shares)	No. of Votes cast (shares)	No of members voted	No. of Votes cast (shares)
Assent	19	1229306 6	7	25	1229313	99.999
Dissent	1	1 0	0	1	1	0.001
Total	20	1229307 6	7	26	1229314	100
Abstained/ Invalid	NIL	NIL NIL	NIL	NIL	NIL	NA

Item No.2:Declaration of Dividend of Rs. 2.50/- per Equity Share of Rs. 10/- each (25%) for the Financial year ended March 31, 2020:

Ordinary Resolution:

Particulars	No. of votes contained in Remote e-voting e-voting at the Total AGM	No. of votes contained in Remote e-voting e-voting at the Total AGM	No. of votes contained in Remote e-voting e-voting at the Total AGM	No. of votes contained in Remote e-voting e-voting at the Total AGM	No. of votes contained in Remote e-voting e-voting at the Total AGM	No. of votes contained in Remote e-voting e-voting at the Total AGM	Percentage on Valid votes
			e-voting at the AGM		Total
No. of members voted		No. of Votes cast (shares)	No. of No. of members Votes voted cast (shares)		No. of members voted	No. of Votes cast (shares)
Assent 19		1229306	6 7		25	1229313	99.999
Dissent 1		1	0 0		1	1	0.001
Total 20		1229307	6	7	26	1229314	100
Abstained/ Invalid/ NIL		NIL	NIL NIL		NIL	NIL	NA

'{-..'T., c% .,.. E �- - 1 � "' I CP-980 i 7 * 8�nga\ole �J * v ff

3

11

Item No.3: Appointment of Mr. Anders Wilhjelm (DIN: 08507772), who retires by rotation, and being eligible, offers himself for re-appointment:

Ordinary Resolution:

No. of votes contained in Particulars Remote E-voting e-voting at the Total AGM		No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	Percentage on Valid votes
			e-voting at the AGM		Total
No. of No. of members Votes voted cast (shares)			No. of members voted	No. of No. of Votes members cast voted (shares)		No. of Votes cast (shares)
Assent 19 1229306 Dissent 1 1			6	7 25		1229313	99.999
			0	0 1		1	0.001
Total 20 1229307			6 7 26			1229314	100
Abstained/ NIL NIL Invalid			NIL NIL NIL			NIL	NA

SPECIAL BUSINESS:

Item No.4:Ratification of remuneration of Cost Auditors:

Ordinary Resolution:

Particulars Assent	Particulars Assent	No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	Percentage on Valid votes
		Remote e-voting		e-voting at the AGM		Total
		No. of members voted	No. of Votes cast (shares)	No. of members voted	No. of No. of Votes member: cast voted (shares)		No. of Votes cast (shares)
		19	1229306	6	7	25	1229313	99.999
Dissent		1	1	0	0	1	1	0.001
Total		20	1229307	6	7	26	1229314	100
Abstained/ Invalid		I NIL	NIL	NIL	NIL	NIL	NIL	NA

.['\'., C] Oit] -:<::"" '2)• 'T ·!:! · i 1:cs - n:a "' � CP • r,go - � 1.J � 8anga101[e ]

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Item No. 5: Re-appointment of Mr. Lokesh Saxena (DIN: 07823712) as Managing Director of the Company:

SpecialResolution:

Particulars	No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	No. of votes contained in	Percentage on Valid votes
	Remote e-voting No. of No. of members Votes voted cast (shares)		e-voting at the Total AGM
		No. of Votes cast (shares)	No. of No. of No. of members Votes members voted cast voted (shares)			No. of Votes cast (shares)
Assent	18	1229296	6	7	24	1229303	99.999
Dissent	1	1	0	0	1	1	0.001
Total	19	1229297	6	7	25	1229304	100
Abstained/ Invalid	1	10	NIL	NIL	1	10	NA

Based on the foregoing, the resolution numbers from 01 to 05 in respect of Notice of 35[th ] Annual General Meetingmaybe deemed to have beenpassed by requisite majority.

All the relevant records relating to remote e-voting and e-voting are under my safe custody and will be handed over to the Chairman or Company Secretary of the Company for preserving safely.

-

==> picture [164 x 77] intentionally omitted <==

e ary .. 788 C. P. No.: 980 UDIN: F0017888000575031 Date: 13.08.2020 Place: Bengaluru

Witnesses: : , .\2 � JS __,.)_ 1. S R Ravianand

==> picture [79 x 60] intentionally omitted <==

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