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Infomedia Press Limited Declaration of Voting Results & Voting Rights Announcements 2021

Sep 28, 2021

63809_rns_2021-09-28_b0117f6e-5045-4ca8-bb33-b3088bace3db.pdf

Declaration of Voting Results & Voting Rights Announcements

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September 28, 2021

National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1 , G-Block Bandra-Kurla Complex, Sandra (E) Mumbai - 400 051

BSE Limited P J Towers Dalal Street Mumbai - 400 001

Trading Symbol: INFOMEDIA

SCRIP CODE: 509069

Dear Sirs,

Sub: Disclosure of Voting Result in respect of the 66th Annual General Meeting of the Company held on Monday, September 27, 2021

The details of voting result in respect of the 66th Annual General Meeting of the Company held on Monday, September 27, 2021 is enclosed herewith in the format prescribed under Regulation 44(3) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, along with the Scrutinizer's Report on e-voting (remote e-voting and e-voting at the Meeting).

You are requested to take the same on record and disseminate on your website.

Thanking you,

Yours faithfully,

For lnfomedia Press Limited

Tasneem Cementwala Company Secretary

Encl: As above

INFO MEDIA PRESS LIMITED

Format for Voting Results

Date of the AGMfeGM: September 27, 2021
Total number of shareholders on record date( Le., September 20,2021 - cut-off date for voting purpose): 15,463
No. of shareholders present in the meeting either in person or through proxy:
Promoters and Promoter Group: Not Applicable
Public:
No. of Shareholders attended the meeting through Video Conferencing:
Promoters and Promoter Group: 1
Public: 54

Agenda-wise disclosure

The Mode of voting for all resolutions was remote e-voting and e-voting at the Meeting .

Resolution 1: Consideration and adopti on of Audited Financi al Statement for the fin anci al year ended March 31, 2021 and the Reports of the Board of Directors and Auditors thereon (Ordinary Resolution)

Whether promoterl promoter group are interested in the agenda/resolut ion? : No
Category Mode of Voting No. of shares held # No. of votes
polled
% of Votes Polled
on outstanding
shares
in favour No. of Votes - No. of Votes -
against
% of Votes in
favour on votes
polled
% of Votes against
on votes polled
(1) (2) (3)=[(2V(1)]* 100 (4) (5) (6)=[(4V(2)]*100 (7)=[(5V(2)]*100
E-Voting 25442694 25442694 100.0000 25442694 a 1000000 00000
Promoter and Poll N.A N.A N.A N.A N.A N.A N.A
Promoter Group Postal Ballot (if applicable) N.A N.A N.A N.A N.A N.A N.A
Total 25442694 25442694 100.0000 25442694 0 100.0000 0.0000
E-Voting 627330 a 0.0000 a
a
0.0000 00000
Public-Institutions Poll N.A N.A N.A N.A N.A N.A N.A
Postal Ballot (if applicable) N.A N.A N.A N.A N.A N.A N.A
Total 627330 0 0.0000 0 0 0.0000 0.0000
E-Voting 24124148 11 29 978 4.6840 1 74952 955 026 15.4828 84.5172
Public- Non Poll N.A N.A N.A N.A N.A N.A N.A
Institutions Postal Ballot (if applicable) N.A N.A N.A N.A N.A N.A N.A
Total 24124148 1129978 4.6840 174952 955026 15.4828 84.5172
Total 50194172 26572672 52.9398 25617646 955026 96.4060 3.5940

Whether resolution is passed or not? ( Yes or No): Yes

Resolution 2: Appointment of Ms. Kshipra Jatana (DIN:02491225), a Director retiring by rotation (Ordinary Resolution)
Whether promoterl promoter group are interested in the agenda/resoluti on? : No
Category Mode of Voting No. of shares held # No. of votes
polled
% of Votes Polled
on outstanding
shares
in favour No. of Votes - No. of Votes -
against
% of Votes in
favour on votes
Dolled
% of Votes against
on votes polled
(1) (2) (3)=[(2)1(1)]*100 (4) (5) (6)=[(4)1(2)]*100 (7)=[(5)1(2)]*100
E-Votino 25442694 254 42694 100.0000 25442694 a 100 0000 00000
Promoter and Poll N.A N.A N.A N.A N.A N.A N.A
Promoter Group Postal Ballot (if applicable) N.A N.A N.A N.A N.A N.A N.A
Total 25442694 25442694 100.0000 25442694 0 100.0000 0.0000
E-Votino 627330 a 00000 a a 00000 00000
Public- Institutions Poll N.A NA N.A N.A NA N.A NA
Postal Ballot if aoclicable N.A NA N.A N.A N.A N.A N.A
Total 627330 0 0.0000 0 0 0.0000 0.0000
E-Votino 24124148 1129828 4.6834 1 56435 973393 13.8459 86.1541
Public- Non Poll N.A N.A N.A N.A N.A N.A N.A
Institutions Postal Ballot (if appllcable) N.A N.A N.A N.A N.A N.A N.A
Total 24124148 1129828 4.6834 156435 973393 13.8459 86.1541
Total 50194172 26572522 52.9395 25599129 973393 96.3368 3.6632

Whether resolution is passed or not? ( Yes or No): Yes

Resolution 3: Appointment of Mr.Vivek Jain (DIN: 00005034) as an Independent Director (Ordinary Resolution)

Whether promoterl promoter group are interested in the agenda/resolution? : No
Category Mode of Voting No. of shares held
#
No. of votes
polled
% of Votes Polled
on outstanding
shares
in favour No. of Votes - No. of Votes -
against
% of Votes in
favour on votes
polled
% of Votes against
on votes polled
111 121 131=[(2)111)]* 100 141 151 161=[(4)112)]*100 171=[(5)112)]*100
E-Votino 25442694 25442694 100.0000 254 4269 4 a 100.0000 00000
Promoter and Poll N.A N.A N.A N.A N.A N.A N.A
Promoter Group Postal Ballot if aoolicable N.A N.A N.A N.A N.A N.A N.A
Total 25442694 25442694 100.0000 25442694 0 100.0000 0.0000
E-Votinq 627330 a 00000 a
a
00000 00000
Public- Institutions Poll N.A N.A N.A N.A N.A N.A N.A
Postal Ballot (if applicable) N.A N.A NA N.A N.A N.A N.A
Total 627330 0 0.0000 0 0 0.0000 0.0000
E-Votino 2 4124 148 11 29 828 4.6834 1 5643 5 9 73 393 13.8459 86.1541
Public- Non Poll N.A N.A N.A N.A N.A N.A N.A
Institutions Postal Ballot if aoclicable N.A N.A N.A N.A N.A N.A N.A
Total 24124148 1129828 4.6834 156435 973393 13.8459 86.1541
Total 50194172 26572522 52.9395 25599129 973393 96.3368 3.6632

Whether resolution is passed or not? ( Yes or No): Yes

# Shares in the Unclaimed Suspense Account on which voting rights are frozen pursuant to Regulation 39(4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule VI thereto and shares held by Investor Education and Protection Fund (IEPF) Authority on which voting rights are frozen pursuant to Rule 6(6) of the IEPF (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, are included.

Note : All the aforesaid resolutions have been passed with requisite majority.

For Infomedia Press Limited

Tasneem Cementwala Company Secretary

Consolidated Scrutinizer's Report

[Pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended]

To,

The Chairman of 66th Annual General Meeting ("AGM" or the "Meeting") of the Equity Shareholders of lnfomedia Press Limited held on Monday, September 27, 2021 at 1:30 p.m. (1ST) through Video Conferencing (''VC") / Other Audio Visual Means ("OAVM").

Sub: Consolidated Report on remote e-voting and voting through Electronic Voting system at the AGM, pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, General Circulars No. 20/2020 dated May 5, 2020, No. 17 /2020 dated April 13, 2020, No. 14/2020 dated April 8, 2020, and No. 02/2021 dated January 13, 2021, issued by the Ministry of Corporate Affairs (MCA), Government of India and Circular dated May 12, 2020 and January 15, 2021 issued by the Securities and Exchange Board of India (SEBI) (collectively referred to as "MCA & SEBI Circulars")

Dear Sir,

I, B. Narasimhan, a Company Secretary in Practice, (Proprietor of BN & Associates, Companies Secretaries), have been appointed by the Board of Directors of lnfomedia Press Limited (the "Company'') as a Scrutinizer for the purpose of scrutinizing the remote e-voting process and the process of voting through electronic means at the AGM (i.e. lnsta Poll) for ascertaining the requisite majority, as per the provisions of Section 108 of the Companies Act, 2013 (the "Act") read with Rule 20 of the Companies (Management and Administration) Rules, 2014 ("Rules"), as amended, Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), and MCA & SEBI Circulars, on the resolutions contained in the Notice dated July 20, 2021, calling the 66th AGM of the Company held on Monday, the 27th day of September, 2021, at 1:30 p.m. (1ST} through VC/OAVM.

The MCA & SEBI Circulars provide for relaxation in the manner in which an Annual General Meeting will be held including the manner of sending the Notices and Annual Reports to the shareholders and the manner of voting at the meeting, which was necessitated on account of the outbreak of COVID -19 (CORONAVIRUS) pandemic.

As mentioned in the Notice, the proceedings of the 66th AGM is deemed to be conducted at the Registered Office of the Company which is the deemed Venue of the AGM.

    1. I say, I am familiar and well versed with the concept of electronic voting system as prescribed under the said Rules and the relaxations as provided in the MCA & SEBI Circulars.
    1. The management of the Company is responsible to ensure compliance with the requirements of the Act, Rules, MCA & SEBI Circulars and Listing Regulations relating to voting through electronic means (i.e. by remote e-voting and through lnsta Poll on the resolutions contained in the Notice of the AGM).

    1. My responsibility as a Scrutinizer is restricted to making a Scrutinizer's report of the votes cast "in favour of' or "against" the resolutions stated in the Notice of the AGM, based on the reports generated from the remote e-voting and voting through tnsta Poll system provided by KFin Technologies Private Limited ("KFin"), the agency authorised under the Rules to provide e-voting facilities and accordingly engaged by the Company. KFin is also the Registrar and Transfer Agent (RTA) of the Company.
    1. I have also verified various compliances as mentioned in Rules prescribed for remote evoting, made by the Company and mentioned in this report.
    1. I confirm that the Company has complied with the process of sending the Notice of AGM electronically to those shareholders who have registered their e-mail addresses with Depositories/Company /RTA. The Notices sent through email contained the detailed procedure to be followed by the Shareholders who were desirous of casting their votes electronically as provided in the Rules and MCA & SEBI Circulars.
    1. KFin had provided a system for recording the votes of the shareholders electronically (through remote e-voting and lnsta Poll) on all the items sought to be transacted at the AGM.
    1. The Company had uploaded the Notice of AGM containing all the items of the business to be transacted thereat on the website of the Company, in order to facilitate the Shareholders to cast their vote through E-Voting. The Notice of AGM was also uploaded on the website of KFin and the websites of Stock Exchanges viz. BSE Limited and National Stock Exchange of India Limited.
    1. As per the MCA & SEBI Circulars, the Company had advertised in the newspapers, asking shareholders, who have not registered their email ids with the Company or KFin or with the respective Depository Participant, to do so and to the extent, details provided by the shareholders were considered for sending the Notice of the AGM and the Annual Report 2020-21.
    1. The Cut-off date for the purposes of identifying the Shareholders who were entitled to vote on the resolutions placed for approval of the Shareholders was Monday, September 20, 2021.
    1. As prescribed in the Rules, the remote e-voting facility was kept open from 9:00 a.m. (1ST} on Thursday, September 23, 2021 up to 5:00 p.m. (1ST) on Sunday, September 26, 2021.
    1. In compliance with the clause 3(A)(IV) of the MCA Circular dated 5th May, 2020, the Company had published an advertisement prior to sending l'Jotice of AGM to the Shareholders in the English newspaper 'Financial Express' and Marathi newspaper 'Navshakti', on September 4, 2021. The Notice published in the Newspaper contained the required information as provided under clause IV (a) to (f) of the said circular.
    1. Further, in compliance with Rule 20(4)(v) of the Rules, the Company had also published an advertisement, 21 days before the date of the AGM, in English newspaper 'Financial Express' and in Marathi newspaper 'Navshakti' on September 6, 2021. The notice published in the newspaper carried the required information as specified in Sub Rule 4(v) (a) to (h) of the said Rule.
    1. Further to the above, I submit my report on remote e-voting and for the voting through lnsta Poll as under:
    2. i. The votes cast through remote e-voting were blocked on Sunday, September 26, 2021 after 5:00 p.m. (i.e. end of remote e-voting period), however, we had the access to the data, for the limited purpose of identifying those shareholders who have participated through remote e-voting process and the details of the shareholders were downloaded on September 26, 2021 from thee-voting portal of KFin. ! ; ·

'

ii. After the conclusion of voting at the AGM through lnsta Poll, the votes cast at the Meeting were counted first and thereafter the votes cast through remote e-voting were unblocked and the details containing, inter-alia, the list of Equity Shareholders, who voted "for" or "against" each of the resolutions, that were put to vote, were generated from thee-voting system of KFin and was also witnessed by 2 witnesses, Mr. K Venkataraman and Mrs. Saroj Narasimhan, who are not in the employment of the Company and/ or KFin. The witnesses signed this report in confirmation of the fact that the votes were unblocked in their presence on Monday, September 27, 2021.

·rhe results of the remote e-voting together with that of the voting conducted at the AGM by way of lnsta Poll are as under:

ORDINARY BUSINESS

Item No. 1 of the Notice:

Consider and adopt the audited financial statement for the financial year ended March 31, 2021 and the reports of the Board of Directors and Auditors thereon. (As an Ordinary Resolution)

Votes Votes Invalid votes
in favour of the resolution against the resolution
Nos. %age Nos. %age I\Jos.
2,56,17,646 96.406 9,55,026 3.594 NIL

The resolution stands passed with the requisite majority.

Item No. 2 of the Notice:

Appointment of Ms. Kshipra Jatana (DIN: 02491225), a Director retiring by rotation. (As an Ordinary Resolution)

Votes Votes Invalid votes
in favour of the resolution against the resolution
Nos. %age Nos. %age Nos.
2,55,99,129 96.337 9,73,393 3.663 NIL

The resolution stands passed with the requisite majority.

SPECIAL BUSINESS

Item No. 3 of the Notice:

~ppointment of Mr. Vivek Jain (DIN: 00005034) as an Independent Director (As an Ordinary Resolution)

Votes Votes Invalid votes
in favour of the resolution against the resolution
Nos. %age Nos. %age Nos.
2,55,99,129 96.337 9,73,393 3.663 NIL
The resolution stands passed with the requisite majority. ~

All the Resolutions mentioned in the AGM Notice dated July 20, 2021 as per the details mentioned above stand passed with the requisite majority and hence deemed to be passed as on the date of the AGM i.e. September 27, 2021.

The electronic data and all other relevant records relating toe-voting are under my safe custody and will be handed over to Ms. Tasneem Cementwala, Company Secretary, for safe keeping, after the Chairman signs the minutes of the AGM.

Thanking you, Yours Faithfully

~--

CS B. Narasimhan Company Secretary in Practice (FCS no 1303 COP no 10440) Proprietor BN & Associates COMPANY SECRETARIES UDIN: F001303C001007594 Place: Mumbai Date: September 27, 2021

The following were the witnesses to the unblocking the votes cast through remote e-voting.

Countersigned

For lnfomedia Press Limited

Tasneem ~ Cementwala

Company Secretary

A\~ .J ~"~~ - 1. Mr. K Venkataraman ' • 2. Mr~j Narasimhan