Global Surfaces Limited — AGM Information 2023

Sep 20, 2023

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Ref: GSL/SEC/2023-24/43 Date: September 20, 2023

To, BSE Limited, National Stock Exchange of India Limited Dept of Corporate Services The Listing Department Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G, Dalal Street, Fort, Bandra Kurla Complex, Bandra (East), Mumbai 400 001 (Maharashtra) Mumbai 400 051 (Maharashtra) Scrip Code: 543829 Symbol: GSLSU

SUB: Proceedings of the 32[nd] Annual General Meeting of the Company pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (hereinafter referred as "Listing Regulations")

Dear Sir/Madam

Pursuant to the requirements of the Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the Listing Regulations”), as amended from time to time, we are enclosing herewith proceedings of the 32[nd] Annual General Meeting of the Company held today i.e., on Wednesday, September 20, 2023 at 01.00 P.M. through Video Conferencing (VC)/Other Audio Visual Means (OAVM).

The above intimation will also be hosted on the website of the Company and the same can be accessed at www.globalsurfaces.in

You are requested to take on record the above information.

Thanking You

Yours Faithfully,

For Global Surfaces Limited

Digitally signed ASEEM by ASEEM SEHGAL SEHGAL Date: 2023.09.20 15:26:27 +05'30'

Aseem Sehgal Company Secretary and Compliance Officer M. No.: A55690

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Proceedings of 32[nd] Annual General Meeting of Global Surfaces Limited

In compliance with the provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the circulars issued by the Ministry of Corporate Affairs (MCA) and SEBI, the 32[nd] Annual General Meeting (AGM) of the members of the Company was held today on Wednesday, September 20, 2023 at 01:00 P.M. (IST) through Video Conference/Other Audio Visual Means (“VC/OAVM”) to transact the business as set out in the Notice convening the meeting (“Notice”). The venue of the meeting was deemed to be the Registered Office of the Company at PA-10-006 Engineering and Related Indus SEZ, Mahindra World City Teh-Sanganer, Jaipur Rajasthan - 302037. The Company provided the facility of remote e-voting and e-voting during the AGM through a portal of National Securities Depositories Limited (NSDL).

The meeting commenced at 1:00 P.M. IST and concluded at 01:55 P.M. IST (including the time allowed for e-voting at AGM). Thereafter Company Secretary briefed certain points regarding participation before commencement of the proceedings of the meeting.

The Company Secretary introduced the Chairman, Directors including the Chairman of the Audit Committee, Nomination & Remuneration Committee, Corporate Social Responsibility Committee, Stakeholders Relationship Committee present at the meeting. The Statutory Auditors, Internal Auditor and Secretarial Auditors were also present in the meeting.

As per attendance register, Total 37 members were present at the meeting.

The Company Secretary on being informed that the requisite quorum being present, he called the meeting to order.

He also informed that the Company had provided E-voting facility to the shareholders through National Depository Services (India) Limited ("NDSL") to cast their votes electronically (remote e-voting) on the resolutions as set out in the notice of 32[nd] AGM, and that the remote e-voting commenced on Sunday, September 17, 2023, at 9.00 A.M. and ended on Tuesday, September 19, 2023, at 5.00 P.M. He further informed that the Company has also arranged electronic voting process at Meeting for all members who had not cast their vote earlier in compliance with e- voting rules framed under Companies Act. CS Mukul Dusad was appointed as Scrutinizer for conduct of voting process in a fair and transparent manner.

Mr. Mayank Shah, Chairman and Managing Director, addressed all the shareholders of the Company and briefed on the performance of the Company. He also gave an overview of financial performance of the Company for the year ended on March 31, 2023 and its future outlook.

Thereafter, the Company Secretary informed the members that the Notice convening the AGM, the Annual Financial Statements along with the Statutory Auditor's Report for the financial year ended on March 31, 2023, which had already been circulated to the members, were taken as read.

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It was also informed that the Statutory Auditors have expressed unqualified opinion in their audit reports for the financial year ended on March 31, 2023.

The following items of business as stated in the notice convening the AGM, were put to vote by members:

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Sr. No. Particulars Resolution
ORDINARY BUSINESS
1 To receive, consider and adopt the Audited Standalone and
Consolidated Financial Statements of the Company for the Ordinary Resolution
financial year ended on March 31, 2023 together with the reports
of the Board of Directors and Auditors thereon.
2. To appoint a Director in place of Mr. Ashish Kumar Kachawa
(DIN: 02530233), who retires by rotation and being eligible, Ordinary Resolution
offers himself for re-appointment.
3. To re-appoint M/s. B Khosla & Co., Chartered Accountants as
statutory auditors of the Company and to fix their remuneration. Ordinary Resolution
SPECIAL BUSINESS
4. To approve the Related Party Transactions with Global Surfaces
INC – Subsidiary Company. Ordinary Resolution
5. To Approve payment of Professional Fees to Mr. Ashish Kumar
Kachawa, Non-executive Director of the Company. Ordinary Resolution
6. To re-appoint Mr. Mayank Shah (DIN: 01850199) as Chairman
and Managing Director of the Company. Special Resolution
7. To approve payment of remuneration to Executive Directors who
are Promoters or members of the promoter group in excess of 5% Special Resolution
of the net profits of the Company in a year as per Regulation
17(6)(e)(ii) of SEBI (LODR) Regulations, 2015.
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Thereafter, the Company Secretary, with the permission of Chairman, opened the stage for 'Questions & Answers' for the members who had registered themselves as the speakers to ask questions or express their views or give suggestions and make enquiries on the operations and financial performance of the Company and related matters. The management responded to the queries posted by the members.

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He further informed that CS Mukul Dusad (Membership No.- A60067 and CP No. - 22589), Practicing Company Secretary, who was appointed as the scrutinizer to supervise the e-voting process, was requested to compile the results of remote e-voting as well as e-voting at the AGM and submit consolidated scrutinizer's report within the stipulated time.

The shareholders were also informed that the results of e-voting along with the Scrutinizer’s Report shall be submitted to the Stock Exchanges and the same shall also be placed on the website of the Company i.e., www.globalsurfaces.in and NSDL e-voting website i.e., www.evoting.nsdl.com

The Company Secretary, with the permission of the Chairman, then concluded the meeting with vote of thanks to all the shareholders and other participants for attending and participating in the AGM and declared the proceedings to be closed after being open for 15 minutes for e-voting to be completed.

The requisite quorum was present throughout the AGM proceedings.

For Global Surfaces Limited

Digitally signed ASEEM by ASEEM SEHGAL SEHGAL Date: 2023.09.20 15:22:22 +05'30' Aseem Sehgal Company Secretary and Compliance Officer M. No.: A55690

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