Indo Count Industries Ltd — AGM Information 2020

Jul 30, 2020

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30[th] July, 2020

BSE Limited National Stock Exchange of India Limited Department of Corporate Services Listing Department Floor 25, Phiroze Jeejeebhoy Towers, Exchange Plaza, Bandra Kurla Complex, Dalal Street, Bandra (East) Mumbai – 400 001 Mumbai – 400 051

Scrip Code: 521016 Company Symbol: ICIL

Sub: Summary of proceedings of 31[st] Annual General Meeting held on 30[th] July, 2020

Dear Sir/Madam,

The 31[st] Annual General Meeting (AGM) of the members of Indo Count Industries Limited (“The Company”) was held today i.e. Thursday, 30[th] July, 2020 at 12.30 P.M. (IST) through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”). The AGM was held through VC/ OAVM in compliance with the circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India.

Pursuant to Regulation 30(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 (“Listing Regulations”) read with Para A of Part A of Schedule III of the Listing Regulations, please find enclosed herewith Summary of proceedings of 31[st] Annual General Meeting of the Company held on Thursday, 30[th] July, 2020.

This is for your information and record.

Thanking You,

Yours truly,

For Indo Count Industries Limited

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Amruta Avasare Company Secretary & Compliance Officer Membership No.: ACS 18844

Encl.: A/a

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SUMMARY OF PROCEEDINGS OF THE 31[ST] ANNUAL GENERAL MEETING OF INDO COUNT

INDUSTRIES LIMITED

The 31[st] Annual General Meeting (AGM) of the members of Indo Count Industries Limited (The Company) was held on Thursday, 30[th] July, 2020 at 12.30 P.M through VC/ OAVM platform provided by National Securities Depository Limited (“NSDL”). Mrs. Amruta Avasare, Company Secretary introduced herself and requested Mr. Anil Kumar Jain, Executive Chairman to start with the proceedings of the AGM.

Mr. Anil Kumar Jain, Executive Chairman chaired the meeting. Further, Mr. Mohit Jain, Executive Vice-Chairman, Mr. Dilip J. Thakkar, Independent Director and Chairman of Audit Committee, Mr. Prem Malik, Independent Director and Chairman of Nomination and Remuneration Committee, Dr. Vaijayanti Pandit, Independent Director and Chairperson of Stakeholders’ Relationship Committee and Corporate Social Responsibility Committee, Dr. Sanjay Kumar Panda & Mr. Siddharth Mehta, Independent Directors, Mr. Kailash Lalpuria, Executive Director & CEO, Mr. Kamal Mitra, Director (Works) attended the AGM. Further, Mr. K Muralidharan, Chief Financial Officer also attended the AGM.

Partner of M/s. Suresh Kumar Mittal & Co, Chartered Accountants (Statutory Auditors), representative of Link Intime India Private Ltd. (Registrar and Share Transfer Agents) and Mr. Vikas R. Chomal (Scrutinizer) were also present for the AGM through Video Conferencing.

Total 76 shareholders attended the AGM.

The Chairman welcomed all the Shareholders to the 31[st] Annual General Meeting.

The requisite quorum being present, the Chairman called the meeting to order. The Chairman informed that due to continuing COVID-19 Pandemic and adhering to the social distancing norms, this AGM was held first time through Video Conferencing in accordance with the circulars issued by Ministry of Corporate Affairs (MCA) and Securities and Exchange Board of India (SEBI). Participation of members through video conferencing was counted for the purpose of the quorum as per the applicable circulars issued by MCA and SEBI.

The Company Secretary briefed shareholders inter alia, about certain procedural and technical aspects of the AGM. She informed that:

• a) The Company had provided to the Shareholders, the facility to cast their vote electronically through remote e-voting facility provided by NSDL from Monday, 27[th] July, 2020 at 9.00 a.m. (IST) to Wednesday, 29[th] July, 2020 till 5.00 p.m. (IST), on all resolutions set forth in the Notice of the AGM.

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• b) Shareholders who were present at the AGM and had not casted their vote electronically were provided an opportunity to cast their votes though e-voting during the Meeting.

• c) The Company had given facility to members to send their questions/queries in advance on the email id as given in notice.

• d) Mr. Vikas R. Chomal, Company Secretary in Practice, was appointed as Scrutinizer for the purpose of scrutinizing the e-voting process in a fair and transparent manner.

The Notice of the Annual General Meeting dated 12[th] June, 2020 was taken as read.

The Chairman informed the members that there were no qualifications, reservations, adverse remarks and disclaimer in the Auditors' Report and Secretarial Audit Report for the year ended 31[st] March, 2020, hence, Independent Auditor's Reports and Secretarial Audit report were taken as read at the Meeting.

The Chairman then delivered his speech to the Shareholders and thereafter invited registered speaker shareholders to ask their questions. All the questions asked by the shareholders were duly answered.

The following items of the business / the resolutions as per the notice of AGM dated 12[th] June, 2020 were read at the meeting:

1. To receive, consider and adopt:

2. a. the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2020 together with the Reports of the Board of Directors and the Auditors thereon; and

3. b. the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2020 together with the Report of the Auditors thereon.

4. To declare Final Dividend of Re. 0.60/- per Equity Share of face value of Rs. 2/- each for the Financial Year ended March 31, 2020.

5. To appoint a Director in place of Mr. Kailash R. Lalpuria (DIN: 00059758), who retires by rotation and being eligible, seeks re-appointment.

The Chairman informed that the e-voting facility will be kept open for the next 15 (fifteen) minutes to enable the members to cast their vote and authorized Company Secretary to complete necessary formalities in that regard. The AGM ended at 1.15 p.m. (IST) including 15 minutes provided for e-voting.

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The members were informed that the result of combined e-voting along with scrutinizers’ report would be uploaded on the website of the Company i.e. www.indocount.com as well as website of NSDL and Stock Exchanges i.e. BSE Limited and National Stock Exchanges India Limited (NSE) within 48 hours from the conclusion of the AGM.

There being no other item on the agenda, the Chairman thanked the Shareholders who have joined this meeting and closed the proceedings of the meeting.

For Indo Count Industries Limited

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Amruta Avasare Company Secretary & Compliance Officer Membership No.: ACS 18844

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