FGP Ltd — Regulatory Filings 2021

Dec 20, 2021

FGP LIMITED

CIN: L26100MH1962PLC012406

Registered Office - Commercial Union House, 9- Wallace Street, Fort, Mumbai - 400 001 Tel : 2207 0273/ 2201 5269; Email : investors@fgpltd.in; Website : www.fgpltd.in

December 20, 2021

BSE Limited

Phiroze Jeejeebhoy Towers Dalal Street Mumbai 400 001 Security Code: 500142

Sub: Disclosure under Regulation 30 and 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Voting Results of the Postal Ballot Activity conducted through remote e-Voting.

Dear Sir,

This is in furtherance to our intimation dated November 19, 2021, enclosing the Notice of Postal Ballot dated November 12, 2021 alongwith the Explanatory Statement ('Postal Ballot Notice') seeking approval of the members on the resolutions set out therein, through remote e-Voting process.

In this regard, we wish to inform you that all the resolutions as mentioned in the Postal Ballot Notice have been passed with the requisite majority on December 19, 2021 (the last date for e-voting).

Pursuant to Regulation 30 and Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith voting results of the businesses transacted through the Postal Ballot through remote e-Voting along with the report as submitted by the Scrutinizer, marked as Annexure A and Annexure B respectively.

The above information shall also be uploaded on the website of the Company i.e. www.fgpltd.in and on the website of National Securities Depository Limited i.e. www.evoting.nsdl.com.

You are requested to take the same on record.

Thanking you.

Yours faithfully For FGP Limited

Manish Tiwary

Company Secretary Encl: As above

Annexure A

General information about company
Scrip code	500142
NSE Symbol
MSEI Symbol
ISIN	INE512A01016
Name of the company	FGP LIMITED
Type of meeting	Postal Ballot
Date of the meeting / last day of receipt of postal ballot forms (in case of Postal Ballot)	19-12-2021
Start time of the meeting
End time of the meeting

Scrutinizer Details
Name of the Scrutinizer	Mitesh Dhabliwala
Firms Name	Parikh Parekh & Associates
Qualification	CS
Membership Number	F8331
Date of Board Meeting in which appointed	12-11-2021
Date of Issuance of Report to the company	20-12-2021

Voting results
Record date	12-11-2021
Total number of shareholders on record date	19558
No. of shareholders present in the meeting either in person or through proxy
a) Promoters and Promoter group
b) Public
No. of shareholders attended the meeting through video conferencing
a) Promoters and Promoter group
b) Public
No. of resolution passed in the meeting	2
Disclosure of notes on voting results

				Resolution(1)
Resolution required: (Ordinary / Special)				Special
Whether promoter/promoter group are interested inthe agenda/resolution?				No
Description of resolution considered				Appointment of Ms. Shweta Ratnakar Musale as Independent Director (DIN:03280429) of the Company, for a term of five years.
Category	Mode ofvoting	No. ofsharesheld	No. ofvotespolled	% of Votes polledon outstandingshares	No. ofvotes – infavour	No. ofvotes –against	% of votes infavour on votespolled	% of Votesagainst on votespolled
		(1)	(2)	(3)=[(2)/(1)]*100	(4)	(5)	(6)=[(4)/(2)]*100	(7)=[(5)/(2)]*100
	E-Voting		4930100 100		4930100	0	100	0
	Poll		0	0	0	0	0	0
Promoter andPromoterGroup	Postal Ballot(ifapplicable)	4930100	0	0	0	0	0	0
	Total	4930100	4930100 100		4930100	0	100	0
	E-Voting		258302	35.7044	258302	0	100	0
	Poll		0	0	0	0	0	0
PublicInstitutions	Postal Ballot(ifapplicable)	723445	0	0	0	0	0	0
	Total	723445	258302	35.7044	258302	0	100	0
	E-Voting		305800	4.8995	13348	292452	4.3649	95.6351
	Poll		0	0	0	0	0	0
Public- NonInstitutions	Postal Ballot(ifapplicable)	6241506	0	0	0	0	0	0
	Total	6241506	305800	4.8995	13348	292452	4.3649	95.6351
		Total 11895051 5494202 46.189			5201750	292452	94.6771	5.3229
					Whether resolution is Pass or Not. Yes
					Disclosure of notes on resolution

Details of Invalid Votes
Category	No. of Votes
Promoter and Promoter Group
Public Insitutions
Public - Non Insitutions

				Resolution(2)
Resolution required: (Ordinary / Special)				Special
Whether promoter/promoter group are interested inthe agenda/resolution?				No
Description of resolution considered				Appointment of Mr. Suman Kumar Mishra as Manager of the Company for a periodof three years.
Category	Mode ofvoting	No. ofsharesheld	No. ofvotespolled	% of Votes polledon outstandingshares	No. ofvotes – infavour	No. ofvotes –against	% of votes infavour on votespolled	% of Votesagainst on votespolled
		(1)	(2)	(3)=[(2)/(1)]*100	(4)	(5)	(6)=[(4)/(2)]*100	(7)=[(5)/(2)]*100
	E-Voting		4930100 100		4930100	0	100	0
	Poll		0	0	0	0	0	0
Promoter andPromoterGroup	Postal Ballot(ifapplicable)	4930100	0	0	0	0	0	0
	Total	4930100	4930100 100		4930100	0	100	0
	E-Voting		258302	35.7044	258302	0	100	0
	Poll		0	0	0	0	0	0
PublicInstitutions	Postal Ballot(ifapplicable)	723445	0	0	0	0	0	0
	Total	723445	258302	35.7044	258302	0	100	0
	E-Voting		305800	4.8995	11455	294345	3.7459	96.2541
	Poll		0	0	0	0	0	0
Public- NonInstitutions	Postal Ballot(ifapplicable)	6241506	0	0	0	0	0	0
	Total	6241506	305800	4.8995	11455	294345	3.7459	96.2541
		Total 11895051 5494202 46.189			5199857	294345	94.6426	5.3574
					Whether resolution is Pass or Not. Yes
					Disclosure of notes on resolution

Details of Invalid Votes
Category	No. of Votes
Promoter and Promoter Group
Public Insitutions
Public - Non Insitutions

PARIKH PAREKH & ASSOCIATES Office COMPANY SECRETARIES 111, 11th Floor, Sai-Dwar CHS Ltd

Sab TV Lane, Opp Laxmi Industrial Estate, Off Link Road, Above Shabari Restaurant, Andheri (W), Mumbai : 400053 Tel No 26301232 / 26301233 / 26301240 Email: cs@parikhassociates.com parikh.associates@rediffmail.com

To, The Chairman FGP Limited Commercial Union House, 9 Wallace Street, Fort, Mumbai - 400 001

Report of Scrutinizer

I, Mitesh Dhabliwala, of Parikh Parekh & Associates, Practising Company Secretaries (Membership No. FCS 8331), having my office at 111, 11th Floor, Sai Dwar CHS Ltd., Sab TV Lane, Opp. Laxmi Indl. Estate, Off Link Road, Andheri (West), Mumbai-400053, have been appointed as the Scrutinizer to conduct the remote electronic vot - in respect of the following Special Resolutions for: (i) Appointment of Ms. Shweta Ratnakar Musale as Independent Director (ii) Appointment of Mr. Suman Kumar Mishra as Manager of the Company

• (DIN: 03280429) of the Company, for a term of five years.
• for a period of three years.

pursuant to the Notice dated November 12, 2021, issued under Section 110 and any statutory modification or re-enactment thereof for the time being in force) read with Rule 22 of the Companies (Management and Administration) Rules, 2014 (the dated April 8, 2020, the General Circular No. 17/ 2020 dated April 13, 2020 and the General Circular No. 10/ 2021 dated June 23, 2021 in relation to on passing of ordinary and special resolutions by companies under the Companies Act, 2013 and the rules made thereunder on account of the threat posed by Covid issued by the Minist

. The Notice dated November 12, 2021 along with statement setting out material facts under Section 102 of the Act in respect of the above mentioned resolution, as confirmed by the Company, was sent, via e-mail only to the Members whose names appeared in the Register of Members / List of Beneficial Owners as received -mail addresses were available with the Company as on Friday, November 12, 2021 -

The Company had availed the e-voting facility offered by NSDL for conducting evoting by the shareholders of the Company.

The shareholders of the Company holding shares as on the cut-off date of Friday, November 12, 2021 were entitled to vote on the resolution as contained in the Notice.

The voting period for remote e-voting commenced on Saturday, November 20, 2021 at 09:00 a.m. (IST) and ended on Sunday, December 19, 2021 at 05:00 p.m. (IST) and the NSDL e-voting module was disabled thereafter.

The votes cast under remote e-voting facility were thereafter unblocked.

I have scrutinized and reviewed the votes cast through remote e-voting based on the data downloaded from the NSDL e-voting system and have maintained a register in which necessary entries have been made in accordance with the Companies (Management and Administration) Rules, 2014, as amended.

The Management of the Company is responsible to ensure compliance with the requirements of the Companies Act, 2013, rules and the MCA Circulars relating to remote e-voting on the Resolutions contained in the notice of Postal Ballot.

My responsibility as scrutinizer for the voting through remote e-voting is restricted said resolutions.

I now submit my Scrutinizer Report on the results of the voting by postal ballot only through the remote electronic voting process in respect of the Special Resolutions as under:

3

Resolution 1: Special Resolution

Appointment of Ms. Shweta Ratnakar Musale as Independent Director (DIN: 03280429) of the Company, for a term of five years.

(i) Voted in favour of the resolution:

Number	of	members	Number of valid votes	% of total number of valid
voted			cast (Shares)	votes cast
		53	52,01,750	94.68

(ii) Voted against the resolution:

Numbervoted	of	members	Number of valid votescast (Shares)	% of total number ofvalid votes cast
		10	2,92,452	5.32

(iii) Invalid votes:

Number of members whose voteswere declared invalid	Number of invalid votes(Shares)
NIL	NIL

4

Resolution 2: Special Resolution

Appointment of Mr. Suman Kumar Mishra as Manager of the Company for a period of three years.

Continuation Sheet--4--Resolution 2: Special ResolutionAppointment of Mr. Suman Kumar Mishra as Manager of the Company for aperiod of three years.Voted in favour of the resolution:NumberofmembersNumber of valid votes% of total number of validvotedcast (Shares)votes cast4951,99,85794.64

Numbervoted	of	members	Number of valid votescast (Shares)	% of total number ofvalid votes cast
		14	2,94,345	5.36

(iii) Invalid votes:

Number of members whose votes	Number of invalid votes
were declared invalid	(Shares)
NIL	NIL

	Signature:
	Name :Mitesh Dhabliwala
	Scrutinizer
Dated: December 20, 2021	FCS: 8331CP: 9511
Place: Mumbai	UDIN:F008331C001833264
	PR: 1129/2021

Signature: Name : Mitesh Dhabliwala Scrutinizer PR: 1129/2021