Dr. Lal Pathlabs Limited — AGM Information 2020

Jul 30, 2020

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July 30, 2020

National Stock Exchange of India Bombay Stock Exchange Limited Limited Exchange Plaza, Corporate Relationship Department Plot No. C/1, G Block, Phiroze Jeejeebhoy Towers Sandra Kurla Complex Sandra (E) Dalal Street Mumbai -400 051. Mumbai- 400001

Sub: Proceedings of the 26th Annual General Meeting of the Company

Dear Sir/Madam,

We wish to inform you that the 26th Annual General Meeting ("AGM") of the Company was held on Thursday, July 30, 2020 at 10.30 A.M. (1ST) through Video Conference in compliance with the provisions of Companies Act, 2013 & circulars issued by Ministry of Corporate Affairs in this behalf.

The AGM concluded at 11: 10 A.M. (1ST) after being open for 15 minutes for e-voting to be completed.

In this regard, please find enclosed proceedings of the AGM as required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

We request you to please take the same on record.

Thanking You,

Yours Faithfully,

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Encl: As above

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Regd. Ofr1ce: D0 Lai Pati",Lab, Lt, •• Blsk E, Sector-I 8. Ro•11ni. New DE:'lhi - 110035. ,:r +91-1 l -30258600, Fax: +9 J-; 1-2788-213" Corporate Office: D�. La; Pa:r1L<1os ltd 12th F'!oo• ,o,·1er B, SAS Tower, Mc'1, ·,, Secto -JS Gunmram- 12 0' .acvao;; • d:91-I24.o.3016-500 ax.: �91-17- ;;:;,; • .41,.'<

Summar of Proceedings of the 26[th ] Annual General Meeting of Dr. Lal PathLabs Limited ("Company")

The 26[th ] Annual General Meeting (AGM/ Meeting) of the Members of the Company was held on Thursday, July 30, 2020 at 10:30 A.M. (1ST) through Video Conferencing in compliance with the provisions of Companies Act, 2013 and circulars issued by Ministry of Corporate Affairs in this behalf.

The meeting commenced at 10:30 A.M. (1ST). The following Directors were present:

Name (Hony) Brig. Dr. Arvind Lal - Mr. Anoop Mahendra Singh - Dr. Archana Lal Erdmann - Mr. H.S. Chandhoke - Dr. Om Prakash Manchanda - Mr. Rahul Sharma - Mrs. Somya Satsangi - Mr. Sunil Varma - Dr. Vandana Lal -

Designation Executive Chairman Independent Director and Chairperson of Nomination & Remuneration Committee Non-Executive Director Independent Director Managing Director Non-Executive Director Independent Director and Chairperson of the Risk Management Committee· Lead Independent Director, Chairperson of the Audit Committee and Authorised Representative of Stakeholders Relationship Committee Whole Time Director Joined Meeting from Gurugram (Haryana) Melbourne, Australia California, USA New Delhi Gurugram (Haryana) Hong Kong New Delhi Singapore New Delhi

The details of number of shareholders present in the meeting are as follows:

Category	Promoter and Promoter Group	Public	Total
In Person	Not Applicable	Not Applicable	~~-~~
Through Proxy / Authorised Representative	Not Applicable	Not Applicable	~~-~~
Video Conference	4	52	56

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Mr. Rajat Kalra, Company Secretary welcomed the Members who were participating in the Meeting through Video Conference and briefed them about certain important points regarding Video Conferencing. Thereafter, he requested (Hony) Brig. Dr. Arvind Lal to chair the meeting.

(Hony) Brig. Dr. Arvind Lal, took the chair and welcomed the members, present before confirming the presence of quorum.

He started the meeting by requesting his fellow Board Members to introduce themselves to the Members.

The Chairman also, then confirmed the presence of following:

Name		Designation
Mr. Bharath U		Chief Executive Officer
Mr. Ved Prakash Goel		Chief Financial Officer
Mr. Rajat Kalra		Company Secretary
Mr. Jitendra Agaral		Partner- Deloitte Haskins & Sells, LLP; Statutory Auditors
Mr. Abhay Fadte		Director- Deloitte Haskins & Sells, LLP; Statutory Auditors
Mr. Dalip Shihn		Manager- Deloitte Haskins & Sells, LLP; Statutory Auditors
Mr. Prashant Balodia		Partner, PDS & Co., Secretarial Auditor
Mr. Aashish Kumar Gupta		Parner, Grant Thornton India LLP, Internal Auditors
Mr. Vaibhav Gupta		Authorised Representative, M/s A.G. Agaral & Associates, Cost Auditors

The Chairman thereafter, read out his speech.

The Chairman further informed that the Statutory Registers under the Companies Act, 2013 along with the other documents as mentioned in the AGM Notice are available for inspection by the members.

The Chairman further informed that the Statutory Auditors' Report and Secretarial Auditor's Report for the Financial Year ended March 31, 2020 did not contain any qualifications having adverse effect and therefore, were not required to be read at the AGM. The notice of the AGM was, then, taken as read as the same was already circulated to the Members.

The Chairman, then, took up the following items of business, as per the Notice of AGM:

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ORDINARY BUSINESS	ORDINARY BUSINESS	ORDINARY BUSINESS	ORDINARY BUSINESS
1. 2.	Adoption of the AuditedStandalone Financial Statements of the Company for the Financial Year ended March 31, 2020 together with the reports of the Directors and Auditors thereon and the Consolidated Audited Financial Statements of the Company for the Financial Year endedMarch 31, 2020 and the reports of the Auditors thereon. (Ordinary Resolution) Re-appointment of Dr. Om Manchanda (DIN: 02099404) as a Director of the Company, liable to retire by rotation.(Ordinary Resolution)
SPECIAL BUSINESS
3.		Re-designate (Hony)Brig. Dr. Arvind Lal (DIN: 00576638) by appointing him as Executive Chairman and Whole-Time Director of the Company, for a period of two (2) years, commencing from April 01, 2020.(Special Resolution)
4.		Re-designate Dr. Om Prakash Manchanda (DIN: 02099404) by appointing him as the Managing Director of the Company, for a period of five (5) years commencing from April 01, 2020.(Ordinary Resolution)
5		Re-appoint Dr. Vandana Lal (DIN: 00472955) as Whole-Time Director of the Company, for a period of five (5) years commencing from April 01, 2020.(Ordinary Resolution)
6		Payment of remuneration to Mr. Rahul Sharma (DIN: 00956625), Non-Executive Director, for the Financial Year 2020-21 exceeding fify percent of the total remuneration payable to all Non-Executive Directors.(Special Resolution)
7.		Ratification of the remuneration of M/s. A.G. Agaral & Associates (Firm Registration No.000531),Cost Auditors of the Company for theFinancial Year 2020-21. (Ordinary Resolution)

For Item No. 3 & 5 the Chairman was deemed to be considered interested, being a related party. Therefore, the Chairman entrusted the conduct of the proceedings for item No. 3 & 5 to Dr. Om Prakash Manchanda, Managing Director of the Company.

Thereafter, the Chairman informed the Members that the Board of Directors engaged the services of Central Depository Services (India) Private Limited (CDSL) as agenc.__� .... ovide e-voting .�Lab facility. � � � (

The Company had provided the remote e-voting facility to all Members to cast their vote electronically on all the resolutions set forth in the notice of AGM. The remote e-voting period commenced on Sunday, July 26, 2020 at 9:00 A.M and ended on Wednesday, July 29, 2020 at 5:00 P.M.

The Chairman also informed that the Members who had not cast their votes through remote e-voting can cast their votes during the meeting through the e-voting system provided by CDSL.

He also informed that the Board of Directors have appointed Mr. Prashant Balodia of M/s. PDS & Co., Company Secretaries, as Scrutinizer to scrutinize the remote e-voting and e­ voting process during the AGM in a fair and transparent manner.

The Chairman, requested, Mr. Rajat Kalra, Company Secretary to open the Q&A session for the Members to ask their queries.

Mr. Rajat Kalra, Company Secretary informed the Chairman that no questions/queries have been received from the members.

The Chairman then thanked the Members for attending the meeting and authorized Mr. Rajat Kalra, Company Secretary to conclude the meeting.

Thereafter, Mr. Rajat Kalra, Company Secretary informed the Members that the voting on the CDSL platform will continue to be available for the next 15 minutes. Members, if any, who had not cast their vote were requested to vote.

Mr. Rajat Kalra, further informed that the results of e-voting shall be announced on or before August 1, 2020 and also be made available on the website of the Company at www.lalpthlabs.com, websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on the website of CDSL www.evotingindia.com.

We request you to please take the same on record.

Thanking You,

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