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EIMCO Elecon India Ltd. AGM Information 2021

Jul 12, 2021

60438_rns_2021-07-12_37ce080e-9d46-4d63-89ae-73cec8428b1d.pdf

AGM Information

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To, To,
BSELtd. NationalStockExchangeofIndiaLtd.
PhirozeJeejeebhoyTowers ExchangePlaza,5thFloor
25thFloor,DalalStreet PlotNo.Cl1,GBlock,
Mumbai-400001 Bandra-KurlaComplex,Bandra(El,
Mumbai-400051
CompanyCode523708 SymbolEIMCOELECO-SeriesEQ

Sub: Notice of the 47th Annual General Meeting (AGM)

Dear Sir,

We hereby inform you that the 47th Annual General Meeting (AGM) of the Company will be held on Thursday, 5th August, 2021 at 04:00 p.m. 1STthrough Video Conferencing ("VC")I Other Audio Visual Means ("OAVM"),in accordance, with the relevant circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India (SEBI).

Please find enclosed herewith the Notice of the 47th Annual General Meeting of the Company.

The Notice of the 47th AGM is also uploaded on the Company's website at https: 11eimcoelecon.in/wp-content/uploads/2021/07/AGMNotice2020-21.pdf.

Please take the same on your record.

Thanking you,

yours ~~~fUllY, For Ei ~o ~~ndial Limited

Riken~r Dalwadi Company Secretary & Compliance Officer

Enclosure: As above

Regd. Office & Works: EIMCO ELECON (INDIA) LTD., Anand Sojitra Road, Vallabh Vidyanagar - 388120. Gujarat, India. Tel. : (02692) 230502, 230602, 230902, Telefax: (02692) 236506 Website : www.eimcoelecon.inICIN : L29199GJ1974PLC002574

EIMCO ELECON (INDIA) LIMITED

(CIN : L29199GJ1974PLC002574) Registered Office : Anand-Sojitra Road, Vallabh Vidyanagar - 388 120, Dist. Anand, Gujarat. E-mail : [email protected] Website : www.eimcoelecon.in Phone : 02692 - 230502 / 230602, Fax : 02692 - 236506

NOTICE OF THE 47TH ANNUAL GENERAL MEETING

NOTICE is hereby given that the 47th Annual General Meeting of Members of Eimco Elecon (India) Limited will be held on Thursday, the 5th day of August, 2021 at 04:00 p.m. IST through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM") to transact the following business:

ORDINARY BUSINESS

    1. To consider and adopt the Audited Financial Statements (Both Standalone and Consolidated) of the Company for the financial year ended on 31st March, 2021 and the Reports of the Board of Directors ("the Board") and Auditors thereon.
    1. To declare Dividend on Equity Shares for the financial year ended on 31st March, 2021.
    1. To appoint a Director in place of Shri Pradip M. Patel, (DIN: 00012138), who retires by rotation and being eligible, offers himself for re-appointment.

SPECIAL BUSINESS

  1. To consider and if thought fit, to pass with or without modification(s), following resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149 and 152 read with Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") and the Companies (Appointment and Qualification of Directors) Rules, 2014 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015(including any statutory modification(s) and or re-enactment(s) thereof for the time being in force) and subject to such other laws, rules and regulations as may be applicable in this regard and on the basis of recommendation of the Nomination and Remuneration Committee, Ms. Reena P. Bhagwati (DIN: 00096280), who was appointed as an Independent Director and who holds office of Independent Director upto 8th November, 2021 and being eligible for reappointment, who has submitted a declaration confirming the criteria of Independence under Section 149(6) of the Companies Act, 2013 read with the Listing Regulations, as amended from time to time, be and is hereby re-appointed as an Independent Director of the Company, not liable to retire by rotation and to hold office for a second term of five (5) consecutive years from 9th November, 2021 on the Board of the Company.

RESOLVED FURTHER THAT the Board of Directors of the Company, be and are hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution."

  1. To consider and if thought fit, to pass following resolution as an Special Resolution:

"RESOLVED THAT pursuant to the provisions of Regulation 17 (1A) of the SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018, Shri Pradip M. Patel (holding DIN: 00012138) be continued as a Non- Executive Non- Independent Director of the Company liable to retire by rotation, notwithstanding that on 5th November, 2022 he attains the age of 75 years.

RESOLVED FURTHER THAT the Board of Directors of the Company, be and are hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution."

  1. To consider and if thought fit, to pass following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 188 of the Companies Act, 2013 ('the Act') and other applicable provisions, if any, read with Rule 15 of the Companies (Meetings of Board and its Powers) Rules, 2014, as amended from time to time, Regulation 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), and the Company's policy on Related Party Transactions, the approval of the Members be and is hereby accorded to the contract(s)/ arrangement(s)/ transaction(s) to be entered into by the Company with Emtici Marketing LLP, a related party within the meaning of Section 2(76) of the Act and Regulation 2(1)(zb) of the Listing Regulations, on such terms and conditions as may be mutually agreed between the Company and Emtici Marketing LLP, the Commission payable to Emtici Marketing LLP being the material transaction as per the Act and the Listing Regulations may exceed the 10% of consolidated turnover of last audited financial results of the Company, for the period commencing from 31st March, 2021 to 31st March, 2023, provided that the said contract(s)/ arrangement(s)/ transaction(s) so carried out shall be at arm's length basis and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the Board of Directors be and is hereby authorised to delegate all or any of the powers conferred on it by or under this resolution to the Board of Directors of the Company and to do all acts and take such steps as may be considered necessary or expedient to give effect to the aforesaid resolution".

  1. To consider and if thought fit, to pass following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the payment of remuneration of ` 45,000/- (Rupees Forty Five Thousand only) per annum plus taxes as applicable

and out of pocket expenses incurred in connection with the audit to Messrs Y. S. Thakar & Co., Cost Accountants (Registration No.000318) appointed by the Board of Directors of the Company to conduct the audit of the cost records of the Company for the financial year ending on 31st March, 2022, be and is hereby ratified.

RESOLVED FURTHER THAT the Board of Directors of the Company, be and are hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution."

By Order of the Board of Directors,

Registered Office: Anand-Sojitra Road, Vallabh Vidyanagar - 388 120, Gujarat.

Place : Vallabh Vidyanagar Rikenkumar Dalwadi Date : 13th May, 2021 Company Secretary

NOTES :

  • A. Considering the present Covid-19 pandemic, the Ministry of Corporate Affairs ("MCA") has vide its circular dated May 5, 2020 read together with circulars dated April 8, 2020, April 13, 2020 and January 13, 2021 (collectively referred to as "MCA Circulars") permitted convening the Annual General Meeting ("AGM" / "Meeting") through Video Conferencing ("VC") or Other Audio Visual Means ("OAVM"), without the physical presence of the members at a common venue. In accordance with the MCA Circulars, provisions of the Companies Act, 2013 ('the Act') and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the AGM of the Company is being held through VC / OAVM.
  • B. A statement pursuant to Section 102(1) of the Companies Act, 2013, relating to the Special Business to be transacted at the Annual General Meeting is annexed hereto.
  • C. Generally, a member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a member of the Company. Since this AGM is being held through VC/OAVM pursuant to the MCA Circulars, physical attendance of members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence the Proxy Form and Attendance Slip are not annexed hereto.
  • D. Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.
  • E. Since the AGM will be held through VC/ OAVM, the route map of the venue of the meeting is not annexed hereto. The venue of the meeting shall be deemed to be the Registered Office of the Company at Vallabh Vidyanagar-388120, Gujarat.
  • F. As required by Regulation 36 of the SEBI (LODR) Regulations, 2015 (Listing Regulations) and Secretarial Standard - 2 on General Meetings issued by the Institute of Company Secretaries of India, the relevant details of Director retiring by rotation and seeking appointment / re-appointment at the ensuing AGM are given in the Annexure to the Notice of the AGM.
  • G. DISPATCH OF ANNUAL REPORT THROUGH ELECTRONIC MODE: In compliance with the MCA Circulars and SEBI Circular dated May 12, 2020, Notice of the AGM along with the Annual Report

2020-21 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories Participants. Members may note that the Notice and Annual Report 2020-21 will also be available on the Company's website www.eimcoelecon. in, 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.

  • H. For receiving all communication (including Annual Report) from the Company electronically:
    • a) Members holding shares in physical mode and who have not registered/updated their e-mail address with the Company are requested to register/update the same by visiting the website of Link Intime India Private Limited at https://www.linkintime.co.in/EmailReg/Email\_ Register.html with details of folio number and attaching/uploading a self-attested documents required therein. The Company urges all the members to use this link effectively since the Email IDs and Mobile Numbers could help the Company for sending paperless communication in future.
    • b) Members holding shares in dematerialised mode are requested to register / update their email addresses with the relevant Depository Participant.
  • I. Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on the e-voting system of LINK INTIME at https:// instavote.linkintime.co.in and register themselves as 'Custodian / Mutual Fund / Corporate Body'. They are also required to upload a scanned certified true copy of the board resolution /authority letter/power of attorney etc. together with attested specimen signature of the duly authorised representative(s) in PDF format in the 'Custodian / Mutual Fund / Corporate Body' login for the Scrutinizer to verify the same.
  • J. Procedure for Inspection of Documents:
    • a) The Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Act, the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the Act, and the relevant documents referred to in the Notice will be available electronically for inspection by the members during the AGM. All documents referred to in the Notice will also be available

electronically for inspection without any fee by the members from the date of circulation of this Notice up to the date of AGM. Members seeking to inspect such documents can send an email to [email protected].

  • b) Members seeking any information with regard to the accounts or any matter to be placed at the AGM, are requested to write to the Company on or before Thursday, 29th July, 2021 through email on investor@eimcoelecon. in. The same will be replied by the Company suitably.
  • K. IEPF related information:
    • a) The Company has transferred the unpaid or unclaimed dividends declared up to financial years 2012-13, from time to time, to the Investor Education and Protection Fund ("IEPF") established by the Central Government. Details of dividends so far transferred to the IEPF Authority are available on the website of IEPF Authority and the same can be accessed through the link: www.iepf. gov.in.
    • b) The details of unpaid and unclaimed dividends lying with the Company as on March 31, 2021 are uploaded on the website of the Company and can be accessed through the link https:// eimcoelecon.in/wp-content/uploads/2021/06/ Unpaid-Dividend-7-years_2021-06-28.pdf.

Details of unpaid and unclaimed dividends up to March 31, 2020 are also uploaded on the website of the IEPF Authority and can be accessed through the link: www.iepf.gov.in.

Adhering to the various requirements set out in the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, the Company has, during financial year 2020-21, transferred to the IEPF Authority all shares in respect of which dividend had remained unpaid or unclaimed for seven consecutive years or more as on the due date of transfer, i.e., September 10, 2021. Details of shares so far transferred to the IEPF Authority are available on the website of the Company and the same can be accessed through the link: https:// eimcoelecon.in/wp-content/uploads/2021/05/ EIMCO_IEPF_13-14_31082021_2021-05-06-1. pdf.

The said details have also been uploaded on the website of the IEPF Authority and can be accessed through the link: www.iepf.gov.in.

Members may note that shares as well as unclaimed dividends transferred to IEPF Authority can be claimed back from the IEPF Authority.

The concerned members/investors are advised to visit the weblink of the IEPF Authority http://iepf.gov.in/IEPF/refund.html, or contact Link Intime India Private Limited, for detailed procedure to lodge the claim with the IEPF Authority.

Due dates for transfer to IEPF, of the unclaimed/unpaid dividends for the financial year 2013-14 and thereafter, are as under:

Financialyear DeclarationDate Due Date
2013-14 5th August, 2014 10th September, 2021
2014-15 13th August, 2015 18th September, 2022
2015-16 25th July, 2016 31st August, 2023
2016-17 2nd August, 2017 7th September, 2024
2017-18 31st July, 2018 5th September, 2025
2018-19 25th July, 2019 30th August, 2026
2019-20 10th August, 2020 16th September, 2027

L. DIVIDEND RELATED INFORMATION:

  • a) Subject to approval of the Members at the AGM, the dividend will be paid within a week from the conclusion of the AGM, to the Members whose names appear on the Company's Register of Members as on the Record Date, and in respect of the shares held in dematerialised mode, to the Members whose names are furnished by National Securities Depository Limited and Central Depository Services (India) Limited as beneficial owners as on that date. Payment of dividend shall be made through electronic mode to the Shareholders who have updated their bank account details. Dividend warrants / demand drafts will be despatched to the registered address of the shareholders who have not updated their bank account details, after normalisation of the postal service. Members are requested to register / update their complete bank details:
    • I. with their Depository Participant(s) with whom they maintain their demat accounts if shares are held in dematerialised mode by submitting the requisite documents, and
    • II. with the Company / Link Intime India

Private Limited or by emailing at investor@ eimcoelecon.in or vadodara@linkintime. co.in, if shares are held in physical mode, by submitting (i) scanned copy of the signed request letter which shall contain shareholder's name, folio number, bank details (Bank account number, Bank and Branch Name and address, IFSC, MICR details), (ii) self-attested copy of the PAN card and (iii) cancelled cheque leaf.

OR

Members are requested to visit on the website of the Company's Registrar and Share Transfer Agent i.e. Link Intime India Private Limited (LINK INTIME) at https://

RESIDENT SHAREHOLDERS:

a) Tax Deductible at Source for Resident Shareholders:

www.linkintime.co.in/EmailReg/Email\_ Register.html and upload the documents required therein.

TAX DEDUCTIBLE AT SOURCE/ WITHHOLDING TAX:

Pursuant to the requirement of Income Tax, 1961, the Company will be required to withhold taxes at the prescribed rates on the dividend paid to its shareholders. The withholding tax rate would vary depending on the residential status of the shareholder and documents submitted by shareholder with the Company/Link Intime/ Depository Participant.

Sr.No. Particulars Withholdingtax Rate Documents required(if any)
1 Valid PAN updated in the Company's 10% No document required
Register of Members If dividend does not exceed ` 5,000/-, noTDS withholding tax will be deducted.Also, please refer note (v) below.
2 No PAN/Valid PAN not updated in theCompany's Register of Members 20% TDS/ Withholding tax will be deducted,regardless of dividend amount, if PANof the shareholder is not registered withthe Company/Link Intime/ DepositoryParticipant.
All the shareholders are requested toupdate, on or before 15th July, 2021, theirPAN with their Depository Participant (ifshares are held in electronic form) andCompany/Link Intime (if shares are heldin physical form). Please quote all thefolio numbers under which you holdyour shares while updating the records.Please also refer note (v) below.
3 Availabilityoflower/niltaxdeductioncertificate issued by Income Tax Departmentu/s 197 of Income Tax Act, 1961 Rate specifiedin the certificate Lower tax deduction certificate obtainedfromIncomeTaxAuthoritytobesubmitted on or before 15th July, 2021.

b) No Tax Deductible at Source on dividend payment to resident shareholders if the Shareholders submit and register following documents as mentioned in column no.4 of the below table with the Company /Link Intime/ Depository Participant on or before 15th July, 2021.

Sr.No. Particulars Withholding taxRate Documents required(if any)
1 Submission of form 15G/15H NIL Declaration in Form No. 15G (applicableto an Individual who is below 60 years)/Form 15H (applicable to an Individualwho is 60 years and above), fulfillingcertain conditions.
2 Shareholders to whom section 194 ofthe Income Tax, 1961 does not applysuch as LIC, GIC, etc. NIL Documentary evidence for exemption u/s194 of Income Tax Act, 1961.
3 Shareholder covered u/s 196 of IncomeTax Act, 1961 such as Government,RBI,corporationsestablishedbyCentral Act & mutual funds. NIL Documentary evidence for coverage u/s196 of Income Tax Act, 1961
4 Category I and II Alternative InvestmentFund NIL SEBI registration certificate to claimbenefit under section 197A (1F) of IncomeTax Act, 1961
5 • Recognised provident funds• Approved superannuation fund• Approved gratuity fund NIL Necessary documentary evidence as perCircular No. 18/2017 issued by CentralBoard of Direct Taxes (CBDT)
6 National Pension Scheme NIL No TDS as per section 197A (1E) ofIncome Tax Act, 1961
7 Any resident shareholders exemptedfromTDSdeductionaspertheprovisions of Income Tax Act or by anyother law or notification. NIL Necessarydocumentaryevidencesubstantiating exemption from deductionof TDS.

NON-RESIDENT SHAREHOLDERS:

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The table below shows that withholding tax on dividend payment to non-resident shareholders who submit, on or before 15th July, 2021, the following document(s), as mentioned in column no.4 of the below table, to the Company / Link Intime. In case all necessary documents are not submitted, then the TDS/Withholding tax will be deducted @20% (plus applicable surcharge and cess).

1 Foreign Institutional Investors (FIIs) /
Foreign Portfolio Investors (FPIs)/OtherNon-Resident shareholders 20% (plus applicablesurcharge and cess)or tax treaty ratewhichever isbeneficial FPI registration certificate in case FIIs/FPIs.To avail beneficial rate of tax treatyfollowing tax documents would be
required:1. Tax Residency certificate issuedby revenue authority of country ofresidence of shareholder for theyear in which dividend is received
2. PAN or declaration as per Rule 37BCof Income Tax Rules, 1962 in aspecified format.3. Form 10F filled & duly signed
4. Self-declaration for non-existenceof permanent establishment/ fixedbase in India (Note: Application ofbeneficial Tax Treaty Rate shalldepend upon the completeness ofthe documents submitted by theNon-Residentshareholderandreview to the satisfaction of theCompany)
2 Indian Branch of a Foreign Bank Nil Lower tax deduction certificate u/s195(3)obtainedfromIncomeTaxAuthoritySelf-declarationconfirmingthat the income is received on its ownaccount and not on behalf of the ForeignBank and the same will be included intaxable income of the branch in India.
3 Availability of Lower/NIL tax deductioncertificate issued by Income Tax Authority Rate specified incertificate Lower tax deduction certificate obtainedfrom Income Tax Authority
4 Any non-resident shareholder exemptfrom WHT deduction as per the provisionsof Income Tax Act or any other law suchas The United Nations (Privileges andImmunities) Act, 1947, etc. Nil Necessarydocumentaryevidencesubstantiating exemption from WHTdeduction.

Notes:

  • (i) The Company will issue soft copy of the TDS certificate to its shareholders through email registered with the Company / LINK INTIME post payment of the dividend. Shareholders will be able to download Form 26AS from the Income Tax Department's website https://incometaxindiaefiling. gov.in.
  • (ii) The aforesaid documents such as Form 15G/ 15H, documents under section 196, 197A, FPI Registration Certificate, Tax Residency Certificate, Lower Tax certificate etc. can be uploaded on the link https://www.linkintime.co.in/formsreg/ submission-of-form-15g-15h.html on or before 15th July, 2021 to enable the Company to determine the appropriate TDS/withholding tax rate applicable. Any communication on the tax determination/ deduction received after 15th July, 2021 shall not be considered. Formats of Form 15G/Form 15H are available on the website of the Company and can be downloaded from the link.
  • (iii) Application of TDS rate is subject to necessary verification by the Company of the shareholder details as available in Register of Members as on the Record Date, and other documents available with the Company / Link Intime.
  • (iv) In case TDS is deducted at a higher rate, an option

is still available with the shareholder to file the return of income and claim an appropriate refund.

  • (v) No TDS will be deducted in case of resident individual shareholders who furnish their PAN details and whose dividend does not exceed 5,000/-. However, where the PAN is not updated in Company/Link Intime/Depository Participant records or in case of an invalid PAN, the Company will deduct TDS u/s 194 without considering the exemption limit of 5,000/-. All the shareholders are requested to update their PAN with their Depository Participant (if shares are held in electronic form) and Company/Link Intime(if shares are held in physical form) against all their folio holding on or before 15th July, 2021.
  • (vi) In the event of any income tax demand (including interest, penalty, etc.) arising from any misrepresentation, inaccuracy or omission of information provided by the Member/s, such Member/s will be responsible to indemnify the Company and also, provide the Company with all information / documents and co-operation in any appellate proceedings. This Communication is not exhaustive and does not purport to be a complete analysis or listing of all potential tax consequences in the matter of dividend payment. Shareholders should consult their tax advisors for requisite action to be taken by them.

M. OTHER INFORMATION

  • i. In compliance with Section 108 of the Act, read with the corresponding rules, and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("the Listing Regulations"), the Company has provided a facility to its members to exercise their votes electronically through the electronic voting ("e-voting") facility provided by the Link Intime India Private Limited (LINK INTIME). Shareholders who have cast their votes by remote e-voting prior to the AGM may participate in the AGM but shall not be entitled to cast their votes again. The manner of voting remotely by shareholders holding shares in dematerialized mode, physical mode and for members who have not registered their email addresses is provided in the instructions for e-voting section which forms part of this Notice.
  • ii. The e-voting period begins on Monday, 2nd August, 2021 at 09:00 a.m. and ends on Wednesday, 4th August, 2021 at 5:00 p.m. During this period, Shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of Thursday, 29th July, 2021 may cast their vote electronically. The e-voting module shall be disabled by Link Intime India Private Limited ("LIIPL") for voting thereafter.
  • iii. The voting rights of shareholders shall be in proportion to their shares of the paid up Equity Share Capital of the Company as on the cut-off date.
  • iv. The facility for voting during the AGM will also be made available. Members present in the AGM through VC and who have not cast their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through the e-voting system during the AGM.
  • v. Any person who acquires shares of the Company and becomes a shareholders of the Company after sending of the Notice and holding shares as of the cut-off date, may obtain the login ID and password by sending a request at instameet@linkintime. co.in. However, if he/she is already registered with LIIPL for remote e-voting then he/she can use his/her existing user ID and password for casting the vote.
  • vi. Shri Dineshkumar G. Bhimani, Practicing

Company Secretary (Membership No. FCS: 8064; CP No. 6628) has been appointed as the Scrutinizer to scrutinize the e-voting at the meeting and remote e-voting process in a fair and transparent manner.

  • vii. The Scrutinizer will submit his report to the Chairman of the Company or to any other person authorised by the Chairman after the completion of the scrutiny of the e-voting (votes casted during the AGM and votes casted through remote e-voting), not later than 48 hours from the conclusion of the AGM. The results declared along with the Scrutinizer's Report shall be communicated to the stock exchanges, LINK INTIME and will also be displayed on the Company's website.
  • viii. Securities and Exchange Board of India ("SEBI") has mandated that securities of listed companies can be transferred only in dematerialised form w.e.f. April 1, 2019. Accordingly, the Company / LIIPL have stopped accepting any fresh lodgement of transfer of shares in physical form. Members holding shares in physical form are advised to avail of the facility of dematerialisation.
  • ix. Members holding shares in physical mode are: a) required to submit their Permanent Account Number (PAN) and bank account details to the Company/ LIIPL, if not registered with the Company/LIIPL, as mandated by SEBI by writing to the Company at investor@ eimcoelecon.in or to LIIPL at vadodara@ linkintime.co.in along with the details of folio no., self-attested copy of PAN card, bank details (Bank account number, Bank and Branch Name and address, IFSC, MICR details) and cancelled cheque.
  • x. Pursuant to Section 72 of the Companies Act, 2013, Members holding shares in physical form may file their nomination in the prescribed Form SH-13 with the Company's Registrar and Share Transfer Agent i.e. LIIPL. In respect of shares held in electric/demat form, the nomination form may be filed with the respective Depository Participant.
  • xi. Non-Resident Indian members are requested to inform LIIPL / respective DPs, immediately of:
    • a) Change in their residential status on return to India for permanent settlement.
    • b) Particulars of their bank account maintained

8

in India with complete name, branch, account type, account number and address of the bank with pin code number, if not furnished earlier.

Members are requested to send all their documents and communications pertaining to shares to the Registrar & Transfer (R&T) Agent of the Company: Link Intime India Private Limited ("LIIPL")at their address at B-102 &103, Shangrila Complex, 1st Floor, Opp. HDFC Bank, Nr. Radhakrishna Crossing, Akota, Vadodara - 390 020, Tel. No. +91 265 2356573/6136000, for both physical and demat segments of Equity Shares.

Please quote on all such correspondence – "Unit – Eimco Elecon (India) Limited." For Shareholders queries – Tel. No. +91 265 2356573/6136000, Email ID vadodara@ linkintime.co.in, Website www.linkintime.co.in.

  • N. Process and manner for attending the Annual General Meeting through InstaMeet:
      1. Open the internet browser and launch the URL: https://instameet.linkintime.co.in
    • ▶ Select the "Company" and 'Event Date' and register with your following details:-
    • A. Demat Account No. or Folio No: Enter your 16 digit Demat Account No. or Folio No.
    • Shareholders/members holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID
    • Shareholders/members holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8 Digit Client ID
    • Shareholders/members holding shares in physical form shall provide Folio Number registered with the Company
    • B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Members who have not updated their PAN with the Depository Participant (DP)/Company shall use the sequence number provided to you, if applicable.
    • C. Mobile No.: Enter your mobile number.
    • D. Email ID: Enter your email id, as recorded with your DP/Company.
    • ▶ Click "Go to Meeting" (You are now registered for InstaMeet and your attendance is marked for the meeting).

Please refer the instructions (annexure) for the

software requirements and kindly ensure to install the same on the device which would be used to attend the meeting. Please read the instructions carefully and participate in the meeting. You may also call upon the InstaMeet Support Desk for any support on the dedicated number provided to you in the instruction/ InstaMEET website.

Instructions for Shareholders/Members to Speak during the Annual General Meeting through InstaMeet:

    1. Shareholders who would like to speak during the meeting must register their request 3 days in advance with the company on the specific email id at [email protected] for the general meeting.
    1. Shareholders will get confirmation on first cum first basis depending upon the provision made by the client.
    1. Shareholders will receive "speaking serial number" once they mark attendance for the meeting.
    1. Other shareholder may ask questions to the panellist, via active chat-board during the meeting.
    1. Please remember speaking serial number and start your conversation with panellist by switching on video mode and audio of your device.

Shareholders are requested to speak only when moderator of the meeting/ management will announce the name and serial number for speaking.

Instructions for Shareholders/Members to Vote during the Annual General Meeting through InstaMeet:

Once the electronic voting is activated by the scrutinizer/ moderator during the meeting, shareholders/ members who have not exercised their vote through the remote e-voting can cast the vote as under:

    1. On the Shareholders VC page, click on the link for e-Voting "Cast your vote"
    1. Enter your 16 digit Demat Account No. / Folio No. and OTP (received on the registered mobile number/ registered email Id) received during registration for InstaMEET and click on 'Submit'.
    1. After successful login, you will see "Resolution Description" and against the same the option

"Favour/ Against" for voting.

    1. Cast your vote by selecting appropriate option i.e. "Favour/Against" as desired. Enter the number of shares (which represents no. of votes) as on the cut-off date under 'Favour/Against'.
    1. After selecting the appropriate option i.e. Favour/Against as desired and you have decided to vote, click on "Save". A confirmation box will be displayed. If you wish to confirm your vote, click on "Confirm", else to change your vote, click on "Back" and accordingly modify your vote.
    1. Once you confirm your vote on the resolution, you will not be allowed to modify or change your vote subsequently.

Note:

Shareholders/ Members, who will be present in the Annual General Meeting through InstaMeet facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting facility during the meeting. Shareholders/ Members who have voted through Remote e-Voting prior to the Annual General Meeting will be eligible to attend/ participate in the Annual General Meeting through InstaMeet. However, they will not be eligible to vote again during the meeting.

Shareholders/ Members are encouraged to join the Meeting through Tablets/ Laptops connected through broadband for better experience.

Shareholders/ Members are required to use Internet with a good speed (preferably 2 MBPS download stream) to avoid any disturbance during the meeting.

Please note that Shareholders/ Members connecting from Mobile Devices or Tablets or through Laptops connecting via Mobile Hotspot may experience Audio/Visual loss due to fluctuation in their network. It is therefore recommended to use stable Wi-FI or LAN connection to mitigate any kind of aforesaid glitches.

In case shareholders/ members have any queries regarding login/ e-voting, they may send an email to instameet@ linkintime.co.in or contact on: - Tel: 022-49186175. InstaMeet Support Desk, Link Intime India Private Limited.

Annexure

10

Guidelines to attend the AGM proceedings of Link Intime India Pvt. Ltd.: InstaMEET

For a smooth experience of viewing the AGM proceedings of Link Intime India Pvt. Ltd. InstaMEET, shareholders/ members who are registered as speakers for the event are requested to download and install the Webex application in advance by following the instructions as under:

a) Please download and install the Webex application by clicking on the link https://www.webex.com/downloads. html/.

EIMCO ELECON (INDIA) LIMITED

Step 1 : Enter your First Name, Last Name and Email ID and click on Join Now.

  • 1 (A) If you have already installed the Webex application on your device, join the meeting by clicking on Join Now
  • 1 (B) If Webex application is not installed, a new page will appear giving you an option to either Add Webex to chrome or Run a temporary application.

Click on Run a temporary application, an exe file will be downloaded. Click on this exe file to run the application and join the meeting by clicking on Join Now.

OR

b) If you do not want to download and install the Webex application, you may join the meeting by following the process mentioned as under:

(111111111111111111111111111111111111cisco Webex
Event Information: $\mathbb{G}$English : Mumbai Time
Event status: Join Event Now
Date and time: You cannot join the event now because it has not started.
Duration: First name:Mention your First
Description: Last name:name, Last name andemail address
Email address:Event password:******
By joining this event, you are accepting the Cisco Webex Terms of Service and PrivacyStatement.
- Join by browser NEW!
If you are the host, start your event.

O. Remote e-Voting Instructions for shareholders:

The instructions for remote e-voting are as for Individual Shareholders holding shares in demat mode:

As per the SEBI circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in Demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Type of shareholders Login Method
Individual Shareholdersholding securities indemat mode with NSDL •If you are already registered for NSDL IDeAS facility, please visit the e-Serviceswebsite of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once thehome page of e-Services is launched, click on the "Beneficial Owner" icon under"Login" which is available under 'IDeAS' section. A new screen will open. Youwill have to enter your User ID and Password.
•After successful authentication, you will be able to see e-Voting services. Clickon "Access to e-Voting" under e-Voting services and you will be able to seee-Voting page. Click on company name or e-Voting service provider name andyou will be re-directed to e-Voting service provider website for casting your voteduring the remote e-Voting period or joining virtual meeting & voting during themeeting.
Type of shareholders Login Method
Individual Shareholdersholding securities indemat mode with NSDL •If the user is not registered for IDeAS e-Services, option to register is availableat https://eservices.nsdl.com. Select "Register Online for IDeAS "Portal or clickat https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
•Visit the e-Voting website of NSDL. Open web browser by typing the followingURL: https://www.evoting.nsdl.com/ either on a Personal Computer or on amobile. Once the home page of e-Voting system is launched, click on the icon"Login" which is available under 'Shareholder/Member' section. A new screenwill open. You will have to enter your User ID (i.e. your sixteen digit demataccount number hold with NSDL), Password/OTP and a Verification Code asshown on the screen. After successful authentication, you will be redirected toNSDL Depository site wherein you can see e-Voting page. Click on companyname or e-Voting service provider name and you will be redirected to e-Votingservice provider website for casting your vote during the remote e-Voting periodor joining virtual meeting & voting during the meeting.
Individual Shareholdersholding securities indemat mode with CDSL •Existing user of who have opted for Easi / Easiest, they can login through theiruser id and password. Option will be made available to reach e-Voting pagewithout any further authentication. The URL for users to login to Easi / Easiestare https://web.cdslindia.com/myeasi/home/login or www.cdslindia.com and clickon New System Myeasi.
•After successful login of Easi / Easiest the user will be also able to see the EVoting Menu. The Menu will have links of e-Voting service provider i.e. NSDL,KARVY, LINK NTIME, CDSL. Click on e-Voting service provider name to castyour vote.
•If the user is not registered for Easi/Easiest, option to register is available athttps://web.cdslindia.com/myeasi./Registration/EasiRegistration
•Alternatively, the user can directly access e-Voting page by providing dematAccount Number and PAN No. from a link in www.cdslindia.com home page.The system will authenticate the user by sending OTP on registered Mobile &Email as recorded in the demat Account. After successful authentication, userwill be provided links for the respective ESP where the E Voting is in progress.
Individual Shareholders(holding securities •You can also login using the login credentials of your demat account throughyour Depository Participant registered with NSDL/CDSL for e-Voting facility.
in demat mode) &login through theirdepository participants •Once login, you will be able to see e-Voting option. Once you click on e-Votingoption, you will be redirected to NSDL/CDSL Depository site after successfulauthentication, wherein you can see e-Voting feature. Click on company nameor e-Voting service provider name and you will be redirected to e-Voting serviceprovider website for casting your vote during the remote e-Voting period orjoining virtual meeting & voting during the meeting.

Individual Shareholders holding securities in demat mode with NSDL/ CDSL have forgotten the password:

  • Shareholders/ members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned depository/ depository participants website.
  • It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
  • For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.
  • During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular "Event".

Helpdesk for Individual Shareholders holding securities in demat mode:

In case shareholders/ members holding securities in demat mode have any technical issues related to login through Depository i.e. NSDL/ CDSL, they may contact the respective helpdesk given below:

Login type Helpdesk details
Individual Shareholders holdingsecurities in demat mode withNSDL Members facing any technical issue in login can contact NSDL helpdesk bysending a request at [email protected] or call at toll free no.: 1800 1020 990and 1800 22 44 30
Individual Shareholders holdingsecurities in demat mode withCDSL Members facing any technical issue in login can contact CDSL helpdeskby sending a request at [email protected] or contact at 022-23058738 or 22-23058542-43.
Individual Shareholdersholding securities in Physical 1.Open the internet browser and launch the URL: https://instavote.linkintime.co.in
mode & e-voting serviceProvider is Link Intime. ▶Click on "Sign Up" under 'SHARE HOLDER' tab and register with yourfollowing details:-
A.User ID: Shareholders/ members holding shares in physicalform shall provide Event No + Folio Number registered with theCompany.
PAN: Enter your 10-digit Permanent Account Number (PAN)B.(Members who have not updated their PAN with the DepositoryParticipant (DP)/ Company shall use the sequence number providedto you, if applicable.
C.DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation(DOI) (As recorded with your DP / Company - in DD/MM/YYYYformat)
D.Bank Account Number: Enter your Bank Account Number (lastfour digits), as recorded with your DP/Company.
•Shareholders/ members holding shares in physical form but havenot recorded 'C' and 'D', shall provide their Folio number in 'D'above
▶Set the password of your choice (The password should contain minimum8 characters, at least one special Character (@!#$&*), at least onenumeral, at least one alphabet and at least one capital letter).
▶Click "confirm" (Your password is now generated).
2.Click on 'Login' under 'SHARE HOLDER' tab.
3.Enter your User ID, Password and Image Verification (CAPTCHA) Codeand click on 'Submit'.
4.After successful login, you will be able to see the notification for e-voting.Select 'View' icon.
5.E-voting page will appear.
6.Refer the Resolution description and cast your vote by selecting yourdesired option 'Favour / Against' (If you wish to view the entire Resolutiondetails, click on the 'View Resolution' file link).
7.After selecting the desired option i.e. Favour / Against, click on 'Submit'.A confirmation box will be displayed. If you wish to confirm your vote,click on 'Yes', else to change your vote, click on 'No' and accordinglymodify your vote.

Institutional shareholders:

Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on the e-voting system of LIIPL at https://instavote.linkintime.co.in and register themselves as 'Custodian / Mutual Fund / Corporate Body'. They are also required to upload a scanned certified true copy of the board resolution /authority letter/power of attorney etc. together with attested specimen signature of the duly authorised representative(s) in PDF format in the 'Custodian / Mutual Fund / Corporate Body' login for the Scrutinizer to verify the same.

Individual Shareholders holding securities in Physical mode & e-voting service Provider is Link Intime, have forgotten the password:

  • o Click on 'Login' under 'SHARE HOLDER' tab and further Click 'forgot password?'
  • o Enter User ID, select Mode and Enter Image Verification (CAPTCHA) Code and Click on 'Submit'.
  • In case shareholders/ members is having valid email address, Password will be sent to his / her registered e-mail address.
  • Shareholders/ members can set the password of his/her choice by providing the information about the particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. as mentioned above.
  • The password should contain minimum 8 characters, at least one special character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter.

Helpdesk for Individual Shareholders holding securities in physical mode/ Institutional shareholders & e-voting service Provider is Link Intime.

In case shareholders/ members holding securities in physical mode/ Institutional shareholders have any queries regarding e-voting, they may refer the Frequently Asked Questions ('FAQs') and InstaVote e-Voting manual available at https://instavote.linkintime.co.in, under Help section or send an email to [email protected] or contact on: - Tel: 022 –4918 6000.

By Order of the Board of Directors,

Registered Office: Anand-Sojitra Road, Vallabh Vidyanagar - 388 120, Gujarat.

Place : Vallabh Vidyanagar Rikenkumar Dalwadi Date : 13th May, 2021 Company Secretary

EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES Act, 2013

Item No. 4

The Members of the Company at the 43rd Annual General Meeting held on 2nd August, 2017 had appointed Ms. Reena P. Bhagwati (DIN: 00096280) as Independent Director of the Company for the first term to hold office upto 8th November, 2021 pursuant to the provisions of the Companies Act, 2013 ("the Act") and Rules framed thereunder read with Schedule IV to the Companies Act, 2013 and the Listing Regulations.

As per the provisions of Section 149 of the Companies Act, 2013, an Independent Director shall hold office for a term upto five (5) consecutive year on the Board of the Company, and shall be eligible for re-appointment on passing of a special resolution by the Company for another term of upto five (5) consecutive years.

The Nomination and Remuneration Committee (NRC) has, its meeting held on 13th May, 2021, recommended to the Board, the re-appointment of Ms. Reena P. Bhagwati as Independent Director for a further term of five (5) consecutive years from 9th November, 2021 to 8th November, 2026.

The Board at its meeting held on 13th May, 2021, based on the outcome of the performance evaluation exercise, recommendations of the Nomination and Remuneration Committee, skills, experience, knowledge contributions made by Ms. Reena P. Bhagwati during her tenure, have approved the re-appointment (not liable to retire by rotation) of Ms. Reena P. Bhagwati as Independent Director subject to approval of shareholder of the Company from 9th November, 2021 to 8th November, 2026. The Board of Directors states that the re-appointment of Ms. Reena P. Bhagwati would be in the interest of the Company and its shareholders.

Ms. Reena P. Bhagwati is not disqualified from being appointed as Director in terms of Section 164 of the Act and any other applicable law prescribed by SEBI or any other authority and has consented to act as Independent Director of the Company. The Company has also received declaration from Ms. Reena P. Bhagwati that she meets the criteria of independence as prescribed under Section 149 of the Act and the Listing Regulations.

In the opinion of the Board, Ms. Reena P. Bhagwati meets the criteria of independence as specified in the Act, the Rules framed thereunder and the Listing Regulations and they are independent of the management.

Details of Ms. Reena P. Bhagwati is provided in the "Annexure" to the Notice pursuant to the provisions of the Listing Regulations and Secretarial Standard on General Meeting (SS-2) issued by the Institute of Company Secretaries of India.

Copy of draft appointment letter setting out the terms and conditions of her re-appointment is available electronically for inspection by the members till the date of AGM.

Save and except, Ms. Reena P. Bhagwati and her relatives, to the extent of their shareholding interest, if any, in the Company, none of the other Directors and Key Managerial Personnel of the Company or their relatives are concerned or interested, financially or otherwise, in the Resolution set out at Item No. 4.

The Board considers that her continued association as Independent Director would be of immense benefit to the Company. Accordingly, the Board recommends the special resolution set out at Item No. 4 for approval of the members.

Item No.5

As per Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), with effect from April 1, 2019, no listed company shall appoint or continue the directorship of a Non-Executive Director who has attained the age of 75 (Seventy Five) years, unless a Special Resolution is passed to that effect and justification thereof is indicated in the explanatory statement annexed to the Notice for such appointment.

Shri Pradip M. Patel is Non-Executive Non-Independent Director of the Company and is liable to retire by rotation. Shri Pradip M. Patel has been a Director of the Company since 11th January, 1996 and has vast experience in the field of Bearing Industry.

Shri Pradip M. Patel would be attaining the age of 75 years on 5th November, 2022, it is necessary to approve continuation of his directorship on the Board of Directors of the Company.

The Nomination and Remuneration Committee and the Board of Directors of the Company at their meeting held on 13th May, 2021 have recommended the continuation of directorship of Shri Pradip M. Patel as a "Non-Executive Director" of the Company, considering his rich experience, expertise and immense contribution in the growth of the Company.

The Members are, therefore, requested to grant their approval by way of passing a Special Resolution for the continuation of directorship of Shri Pradip M. Patel as a 'Non-Executive Director' of the Company, liable to retire by rotation.

None of the Directors and/or Key Managerial Personnel of the Company and their relatives [except Shri Pradip M. Patel, Shri Prayasvin B. Patel (Sister of Shri Prayasvin B. Patel, Executive Director has married to Shri Pradip M. Patel)]. is in any way concerned or interested, financially or otherwise, in the said Resolution.

A brief profile of Shri Pradip M. Patel is attached to this notice.

Item No. 6

The Company had sought the approval of the Members at the 44th Annual General Meeting held on 31st July, 2018 by way of Ordinary Resolution for material transaction to be entered into by the Company with Emtici Engineering Limited for a period of 5 years commencing from 1st April, 2018 to 31st March, 2023.

Emtici Engineering Limited has transferred its marketing business to Emtici Marketing LLP w.e.f. 31st March, 2021. Therefore, the Company has executed the Dealership Agreement with Emtici Marketing LLP, which would be effective from 31st March, 2021. The term of the Dealership Agreement shall be for a period from 31st March, 2021 to 31st March, 2023 with Emtici Marketing LLP.

Emtici Marketing LLP is a related party of the Company under the provisions of the Companies Act, 2013 ('Act') and related regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations').

Section 188 of the Act and the applicable Rules framed thereunder provide that any Related Party Transaction will require prior approval of Shareholders through ordinary resolution, if the aggregate value of transaction(s) amounts to 10% or more of the annual turnover of the Company as per the last audited financial statements of the Company.

In financial year 2020-21, the turnover of the Company was ₹125.84 crores. However, the turnover of the Company is subject to change every year in future.

However, in compliance of Section 188 of the Companies Act, 2013 and Rules made thereunder read with Regulation 23 and other related regulations of Listing Regulations and the Company's policy on Related Party Transactions; the value of the proposed aggregate commission to be paid to Emtici Marketing LLP is likely to exceed the said threshold limit for a period of 31st March, 2021 to 31st March, 2023.

The Company had received the prior approval of Audit Committee and the consent from Board of Directors of the Company in their respective meetings held on 8th February, 2021, for execution of the Agreement.

Pursuant to Rule 15 of Companies (Meetings of Board and its Powers) Rules, 2014, particulars of the transactions with Emtici Marketing LLP are as follows:

    1. Name of the Related Party:- Emtici Marketing LLP
    1. Name of the Director or KMP who is related:- None of the Director except Shri Prayasvin B. Patel to the extent of shareholding therein and Shri Pradip M. Patel, being the relative of Shri Prayasvin B. Patel.
    1. Nature of Relationship :- Group Company.
    1. Nature, material terms, monetary value and

particulars of the contract or arrangement:- Agreement of Dealership. Monetary value of proposed aggregate transactions for a period from 31st March, 2021 to 31st March, 2023 is expected to be varied depending on the turnover of the Company from year to year, which may exceed the threshold limit.

A copy of the above said Agreement will be available electronically for inspection by the members till the date of AGM.

Shri Prayasin B. Patel, Executive Director and Shri Pradip M. Patel, Director are interested in the resolution. None of the other Directors and any other Key Managerial Personnel of the Company or their respective relatives is concerned or interested, financially or otherwise, in the Resolution.

The Board of Directors recommends passing of the resolution as set out at Item No. 6 of this Notice as an Ordinary Resolution.

Item No. 7

The Board of Directors at its meeting held on 13th May, 2021, upon the recommendation of the Audit Committee, approved the appointment and remuneration of the Cost Auditors to conduct the audit of the cost records of the Company for the financial year ending on 31st March, 2022 as per the following details:

Sr.No. Name of CostAuditor Industry Audit Fees
1. Y. S. Thakar& Co. Engineering ₹ 45,000/- PlusGovt. Levies/Taxesas applicable andout of pocket expenses at actual.

In accordance with the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, (as amended from time to time) the remuneration as mentioned above, payable to the Cost Auditor is required to be ratified by the Members of the Company. Accordingly, the Members are requested to ratify the remuneration payable to the Cost Auditors for the financial year ending on 31st March, 2022, as set out in the Ordinary Resolution for the aforesaid services to be rendered by them.

None of the Directors and / or Key Managerial Personnel of the Company and their relatives is in any way concerned or interested, financially or otherwise, in the said Resolution.

The Board of Directors recommends the Ordinary Resolution set out at Item No. 7 of the Notice for approval by the Members.

Details of Directors seeking appointment / re-appointment at the forthcoming Annual General Meeting

[Pursuant to Regulation 36 of SEBI (LODR) Regulations, 2015 and Secretarial Standard on General Meetings (SS2)]

Item No. 3 & 5

Name of Director Shri Pradip M. Patel
Date of Birth 5th November, 1947
Date of Appointment 11th January, 1996
DIN 00012138
Nationality British
Qualifications MBA (USA)
Brief Resume and Expertise in specific Functional areas He had engaged in the field of Bearing Industry for over 4 decades.He has expertise in the areas of strategy and business development,corporate management and leadership.
Terms and Conditions of Appointment / Re-appointment As per the Resolution at Item No. 3 & 5 of the 47th Annual GeneralMeeting
Details of remuneration sought to be paid As per the Nomination and Remuneration Policy of the Company.
Details of remuneration last drawn For remuneration details, please refer to the Board's Report
No. of Board Meetings attended 4 out of 4
List of Directorships held in other Companies. Elecon Engineering Company LimitedEmtici Engineering LimitedPower Build Private LimitedManoway Investments Private LimitedMipco Investments Private LimitedEmsons Leasing Company Private LimitedTaveta Properties Private LimitedElecon Hydraulics Private LimitedTech Elecon Private LimitedAakaaish Investments Private LimitedVijay M. Mistry Construction Private LimitedMaple Properties And Commodities Private limitedNeelyog Consultancy Services Private LimitedShimona Advisory Services Private LimitedSolai Consulting Private Limited
Chairman/Membership of the Committees of the Boardsof other Companies in which he is Director Elecon Engineering Company LimitedMember – Audit CommitteeMember – Stakeholders' Relationship CommitteeMember – Nomination & Remuneration CommitteePower Build Private LimitedMember – Audit Committee
No. of Shares held NIL
Relationship with any Director of the Company Sister of Shri Prayasvin B. Patel, Executive Director has married toShri Pradip M. Patel

Item No. 4

Name of Director Ms. Reena P. Bhagwati
Date of Birth 26th August, 1966
Date of Appointment 9th November, 2016
DIN 00096280
Nationality Indian
Qualifications MBA (USA)
Brief Resume and Expertise in specific Functional areas She had been appointed as an Independent Director w.e.f. 9thNovember, 2016 of the Company. She is the Managing Director ofBhagwati Autocast Limited and has very vast experience in managementfield. Her expertise is mentioned in Corporate Governance Section.
Terms and Conditions of Appointment / Re-appointment As per the Resolution at Item No. 4 of the 47th Annual General Meeting
Details of remuneration sought to be paid As per the Nomination and Remuneration Policy of the Company.
Details of remuneration last drawn For remuneration details, please refer to the Board's Report
No. of Board Meetings attended 4 out of 4
List of Directorships held in other Companies. Bhagwati Autocast LimitedThe Anup Engineering LimitedSymphony LimitedBhagwati Filters Private LimitedBhagwati Spherocast Private Limited
Chairman / Membership of the Committees of theBoards of other Companies in which he is Director Bhagwati Autocast LimitedMember – Audit CommitteeMember – Stakeholders' Relationship Committee
The Anup Engineering LimitedMember – Audit Committee
Symphony LimitedMember – Audit CommitteeMember – Stakeholders' Relationship CommitteeChairperson – Nomination & Remuneration Committee
No. of Shares held NIL
Relationship with any Director of the Company Not related to any Director/Key Managerial personnel.

Registered Office:

Anand-Sojitra Road, Vallabh Vidyanagar - 388 120, Gujarat.

Place : Vallabh Vidyanagar Rikenkumar Dalwadi Date : 13th May, 2021 Company Secretary

By Order of the Board of Directors,