Finolex Cables Ltd. — AGM Information 2024

Sep 28, 2024

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FCL:SEC:SE:24:100

28[th ] September, 2024

Corporate Relations Department BSE Limited 1st Floor, New Trading Ring Rotunda Building, P J Towers Dalal Street, Fort Mumbai – 400 001	The Manager Listing Department National Stock Exchange of India Ltd `Exchange Plaza’, C-1, Block G, Bandra – Kurla Complex, Bandra (E), Mumbai – 400 051
ScripCode: 500144	ScripCode: FINCABLES

Sub: Gist of Proceedings of the 56[th] Annual General Meeting of Finolex Cables Limited held on Saturday, 28[th] September, 2024.

Dear Sir/Madam,

The 56[th] Annual General Meeting (“AGM”) of the Company was held on Saturday, 28[th] September, 2024 through Video Conferencing (VC) / Other Audio Visual Means (“OAVM”). The AGM was held in compliance with the provisions of the Companies Act, 2013, (the “Act”) and Rules thereunder, as applicable read with the General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021, 3/2022 dated May 5, 2022, 11/2022 dated December 28, 2022 and 9/2023 dated September 25, 2023 issued by the Ministry of Corporate Affairs (collectively referred to as “MCA Circulars”) and the SEBI Regulations read with the SEBI Circular Nos. SEBI/HO/CFD/CMDl/CIR/P/2020/79 dated 12[th] May 2020, Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January, 15 2021, Circular No. SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022, Circular No. SEBI/HO/CFD/PoD2/P/CIR/2023/4 dated January, 5 2023 and SEBI/HO/DDHS/P/CIR/2023/0164 dated October 6, 2023 (collectively referred to as “SEBI Circulars”). The meeting commenced at 11.30 a.m. and concluded at 12.25 p.m. (including time allowed for e-voting at AGM) on the same day. In terms of the aforesaid Circulars the AGM is deemed to be held from the Registered Office of the Company.

Brief details of the meeting:

Mr. Ratnakar Barve chaired the proceedings of the meeting. The Chairman, each Director and Key Managerial Personnel introduced themselves to the shareholders and informed the location from where they were participating in the AGM. The requisite quorum being present, the Chairman called the meeting to order. The Chairman thereafter delivered his speech.

The Chairman informed that the remote e-voting had commenced on Wednesday, 25[th] September, 2024 at 9.00 a.m. and ended on Friday, 27[th] September, 2024 at 5.00 p.m.

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Registered Office: 26-27, Mumbai-Pune Road, Pimpri, Pune – 411018. Tel: 020 27506200. Visit us at: www.finolex.com | Email: sales@finolex.com | CIN: L31300MH1967PL016531

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The Chairman briefed the members with respect to the business to be transacted at the meeting. As per Notice dated 4[th] September, 2024 convening the 56[th] AGM of the Company, the following businesses were transacted at the meeting. The Chairman stated that Resolution Nos. 1 to 3 was proposed to be passed as Ordinary Business and Resolution Nos. 4 to 6 were proposed to be passed as a Special Business.

The following items of business as per the Notice of 56[th] AGM were recommended for members’ consideration and approval:-

Sr. No		Resolutions Description	Resolution **Type **
		ORDINARY BUSINESS
1		To consider and adopt : (a) the Audited Financial Statements of the Company for the Financial Year ended on 31stMarch, 2024 and the reports of the Board of Directors’ and Auditors’ thereon; and (b) the Audited Consolidated Financial Statements of the Company for the Financial Year ended on 31stMarch, 2024 and the report of Auditors’ thereon.	Ordinary Resolution
2		To declare a dividend on equity shares for the Financial Year ended on 31stMarch, 2024	Ordinary Resolution
3		To appoint Mr. Nikhil Naik (DIN: 00202779), who is retiring by rotation, and being eligible, offers himself for re-appointment.	Ordinary Resolution
		SPECIAL BUSINESS
4		To ratify the remuneration payable to the Cost Auditors for the Financial Year ending 31stMarch, 2025 (Financial Year 2024-25)	Ordinary Resolution
5		Payment of Commission to Non-Executive Directors for the Financial Year 2023-24.	Special Resolution
6		Payment of Commission to Non-Executive Directors for the Financial Year 2024-25 to the Financial Year 2028-29.	Special Resolution

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Registered Office: 26-27, Mumbai-Pune Road, Pimpri, Pune – 411018. Tel: 020 27506200. Visit us at: www.finolex.com | Email: sales@finolex.com | CIN: L31300MH1967PL016531

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The Chairman then invited comments and questions from the members registered as 'Speakers Shareholders. Queries raised by the members with respect to the Business, Technology, Dividend, bonus shares, Environmental, Social and Governance (ESG) and performance of the Company, market share, etc., were clarified/answered by the Chairman at the AGM. The Chairman of the Company replied to the queries raised by the Members. The Chairman thereafter thanked all the Members for their active participation at the AGM.

The Chairman informed the Members that Mr. Mandar Jog- Practicing Company Secretary was appointed as the Scrutinizer for the purpose of scrutinizing the remote e-voting and also for the voting that may be done during the time given to Members who had logged in to the AGM but had not cast their votes earlier by remote e-voting.

The Chairman informed the Members that the results of e-voting and votes cast on the day of the AGM shall be reconciled by the Scrutinizer and his Report received within 2 working days and be made available on the website of the Company, that of M/s. National Securities and Depositories Limited (NSDL), and of the Stock Exchanges where the Equity Shares of the Company are listed.

It may also please be noted that the aforesaid Gist of Proceedings do not purport to constitute minutes of the 56[th] AGM of the Company.

Thanking you,

For FINOLEX CABLES LIMITED

Digitally signed by GAYATRI GAYATRI BHAGYESH BHAGYESH KULKARNI KULKARNI Date: 2024.09.28 14:16:25 +05'30' Gayatri Kulkarni Assistant Company Secretary & Compliance Officer

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Registered Office: 26-27, Mumbai-Pune Road, Pimpri, Pune – 411018. Tel: 020 27506200. Visit us at: www.finolex.com | Email: sales@finolex.com | CIN: L31300MH1967PL016531