Dixon Technologies (India) Limited — AGM Information 2020

Sep 29, 2020

z9th September, 2020

To	To
Secretary	Secretary
Listing Department	Listing Department
BSE Limited	National Stock Exchange of India Limited
Department of Co rporate Services	Exchange Plaza, Sandra Kurla Complex
Phiroze Jeejeebhoy Towers,	Mumbai - 400 051
Dalal Street, Mumbai - 400 001
Code - 540699 Seri	Stock Code- DIXON

Dear Sir/ Madam

Sub: Proceedings of 27th Annual General Meeting ('AGM') & Outcome. Ref: Our letter dated 2nd September, 2020

This is to inform that the 27th Annual General Meeting ('AGM') of the Company was held on 29th September, 2020 through Video Conferencing and the business items from Nos. (1) to (7) mentioned in the Notice of the said AGM were duly transacted at the said meeting.

Summary of proceedings as required under Regulation 30, Part-A of Schedule -Ill of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are enclosed herewith as Annexure - I.

Kindly take the aforesaid on your record and oblige.

Thanking you,

Yours fa ithfully,

Fo NOLOGIES (INDIA) LIMITED,

(Group Company Secretary and Compliance Officer) FCS No.8355

Annexure-1

SUMMARY OF THE PROCEEDINGS OF THE TWENTY SEVENTH ANNUAL GENERAL MEETING OF THE MEMBERS OF DIXON TECHNOLOGIES (INDIA) LIMITED HELD ON 29T11 SEPTEMBER. 2020 THROUGH VIDEO CONFERENCING AT 03.00 P,M,

The 27th Annual General Meeting (the "AGM") of the Members of Dixon Technologies (India) Limited (the "Company") was held 29th September, 2020, Tuesday, through video conferencing, in compliance with the applicable provisions of the Companies Act, 2013, the General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17 /2020 dated April 13, 2020 and General Circular No. 20/2020 dated May 5, 2020 issued by the Ministry of Corporate Affairs ("MCA") and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").

Directors Present:	Attended through Video Conferencine from
1. Mr. Atul B. Lall	Managing Director	Registered Office, Noida
Manoj 2. Mr. Maheshwari	Non- Executive Independent Director & Chairman of Audit Committee	Delhi
3. Dr. Manuji Zarabi	Independent Non- Executive Chairman Director of & Relationship Stakeholder Committee	Delhi
Poornima 4. Ms. Shenoy	Non- Executive Independent Director of Chairperson & Nomination Remuneration & Committee	Bangalore
5. Mr. Keng Tsung Kuo	Non- Executive Independent Director	Taiwan

The following Directors were present at the 27th AGM of the Company:

In Attendance:	Attended throueh VC from
1. Mr. Ashish Kumar	Group Company Secretary, Head - Legal & H.R.	Registered Office, Noida
2. Mr. Saurabh Gupta	Chief Financial Officer	Registered Office, Noida

Invitee:				Attended throu h VC from
l.	Mr. Vinesh ain	M s	S.N.	Dhawan	&	Co.	LLP,	Delhi
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		Statutory Auditors
2.	Ms. Shirin Bhatt	M/s Shirin Bhatt & Associates, Scrutinizer	Delhi

Members present at the AGM: 60 (sixty) members attended through Video Conferencing.

Mr. Sunil Vachani, Chairman of the Board could not attend the Annual General Meeting due to sudden demise of his mother. Therefore, pursuant to the provisions of Section 104 of the Companies Act, 2013 and Article 37 of the Articles of Association of the Company, the Directors present had unanimously elected Mr. Atul B. Lall as the Chairman of the 27th AGM.

The Chairman of the AGM, Mr. Atul B. Lall welcomed the members to the 27th AGM of the Company held through Video Conferencing. Also, he explained the members, that due to sudden demise of Mr. Vachani's mother, he was unable to attend the 27th AGM of the Company.

After ascertaining that the requisite quorum was present, Chairman called the meeting to order and commenced the proceedings of the Meeting.

The Chairman informed the members that the Register of Directors and Key Managerial Personnel and their shareholding maintained under section 170 of the Companies Act, 2013, Registers of Contracts or Arrangements in which the Directors are interested maintained under section 189 of the Companies, 2013, Certificate from Statutory Auditors of the Company with respect to Dixon Technologies (India) Limited - Employees Stock Option Plan, 2018 were available for inspection throughout the Meeting.

The reafter, the Chairman introduced the Board membe rs, Chief Financial Officer and Group Company Secretary, Head - Legal & 1-1 .R. to the members of the Company and also welcomed Mr. Vinesh Jain, Partner, M/s S.N. Dhawan &/ Co. LLP, statutory auditors and Ms. Shirin Bhatt, Proprietor, M/s Shirin Bhatt and Associates, secretarial auditor.

Before taking up the items as per the Notice of the AGM, the Chairman shared with the members, performance of the Company during the financial year 2019-20 and the general outlook for the Electronic Manufacturing Sector.

Post the aforesaid briefing, the Chairman requested Mr. Ashish Kumar, Group Company Secretary, Head - Legal & H.R. to take the proceedings of the meeting forward.

The Company Secretary informed the members that the Company has enabled the Members to participate at the 27th AGM through the video conferencing facility provided by KFin Technologies Private Limited, Registrars and Transfer Agent of the Company and that the proceedings of the said AGM are being recorded fo r compliance purposes. In accordance with the provisions of the Companies Act, 2013 and SEBI Regulations, the Members were provided the facility to exercise their right to vote by electronic means, both through remote e-voting facility or voting at the AGM. Remote e-voting facility was made available to all Members holding shares as on the Cut-off date i.e. 22nd September, 2020. The said facility was provided during the period commencing from 9 AM on 26th September, 2020 till S PM on 28th September, 2020, after which the Remote e-voting was blocked.

He further infom1ed the members that members joining the meeting through video conferencing, who have not already casted their vote by means of remote e-voting, may vote through e-voting facility provided on the AGM portal provided by KFin Technologies Private Limited. The Board of Directors had appointed M/s Shirin Bhatt & Associates, as the Scrutinizer for the 27th AGM. Based on the report of the Scrutinizer, the combined results of remote e-voting and the voting done at the meeti ng shall be announced and displayed on the website of the Company, and shall also be submitted to the stock exchanges as per the requirements under the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015. He further apprised that the Statutory Auditors, S.N. Dhawan and Co., and Secretarial Auditor, Shirin Bhatt & Associates, have expressed unqualified opinion in the respective audit reports for the financial year 2019-2020. There were no q ualifications, observations or adverse comments on financial statements and matters, which have any material bearing on the functioning of the Company.

Thereafter, the Chairman informed that the Notice convening the 27th AGM, being already circulated to the members of the Company, be hereby noted as read.

He then requested the moderator of the AGM to start with the Question & Answer session with the members who had registered themselves as "Speakers".

After responding to the Queries of the members at the Question & Answer session, following items as set out in the notice convening the 27th AGM of the members of the Company were taken up by Mr. Ashish Kumar:

RESOLUTION NO.	RESOLUTION
	ORDINARY BUSINESS
1.	Ordinary Resolution for Adoption of the Audited Financial Statements & Reports a. Standalone audited Financial Statements of the Company for the financial year ended on 31st March, 2020 and the reports of Auditors and the Boar d of Di.rectors thereon; and b. Consolidated Audited Financial Statements of the Company for the financial year ended 31st March, 2020 and the report of Auditors thereon
2.	ution for appointment of Mr. Atul 8. Lall (DIN: Ordinary Resol 00781436) as a Director, liable to retire by rotation.
	SPECIAL BUSINESS
3.	Ordinary Resolution for ratification of the remuneration to be paid to M/s A.N. Satija & Co. Cost Accountants, Cost Auditors of the Company
4.	Special Resolution for variation in the terms of the Object of the public issue as stated in the prospectus of the Company dated 11th September, 2017.
5.	Special Resolution to approve raising of funds in one or more tranches, by issua nce of securities by way of private offerings, qualified institutions

	placement(s) and/or any combination thereof or any other method as may be permitted under applicable law for an amount not exceeding Rs. 200 Crores.
6.	Limited - Special Resolution fo r approval of Dixon Technologies (India) Employee Stock Option Plan, 2020 ("DIXON ESOP 2020")
7.	Special Resolution for approval of Grant of stock options to the employees of Indian Subsidiary Companies under Dixon Technologies (India) Limited - Employee Stock Option Plan, 2020 ("DIXON ESOP 2020")

The voting on all the above resol utions was conducted through remote e- voting and voting at the AGM. The voting results on the above resolutions will be communicated to the stock exchanges alongwith the scrutinizer's report on the remote e-voting and voting done at the AGM within the stipulated time period. The same will also be placed on the website of the Company and on the website of KFin Technologies Private Limited.

The Meeting concluded at 04.00 P.M. after the members casted their votes.