JAINEX AAMCOL LTD. — AGM Information 2020

Dec 21, 2020

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JAINEX AAMCOL LIMITED

405 & 406, Sharda Chambers, 15, Sir Vitthaldas Thackersey Marg, New Marine Lines, Mumbai - 400 020 Tel: 022- 22002252 Fax: 022- 22002254 CIN : L74999MH1947PLC005695

Date: 21[st] December, 2020

To, The Bombay Stock Exchange Limited, Listing Department, Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai - 400 001

Scrip Code: 505212

Sub: Proceedings of the 7 ~~2~~ nd Annual General Meeting of the Company held on 2 ~~1~~ st December, 2020

Dear Sir,

We hereby enclose, in terms of Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a summary of the proceedings of the 72[nd] Annual General Meeting of the Company held on Monday, 21[st] December, 2020 at 11:00 a.m. at the Registered Office of the Company at 405 & 406, Sharda Chambers, 15 Sir Vitthaldas Thackersey Marg, New Marine Lines, Mumbai - 400020, Maharashtra, India.

Kindly take the same on record and acknowledge receipt of the same.

Thanking You,

Yours faithfully,

For JAINEX AAMCOL LIMITED

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RAHUL DUGAR DIRECTOR DIN: 00013704

Encl: As above

405 & 406, Sharda Chambers, 15, Sir Vitthaldas Thackersey Marg, New Marine Lines, Mumbai - 400 020 Tel: 022- 22002252 Fax: 022- 22002254 CIN : L74999MH1947PLC005695

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JAINEX AAMCOL LIMITED

Summary of proceedings of the 72nd Annual General Meeting of the Company

The 72nd Annual General Meeting (the “AGM”) of the Members of Janiex Aamcol Limited (the “Company”) was held on Monday, 21[st] December, 2020 at 11.00 a.m. at the Registered Office of the Company at 405 & 406, Sharda Chambers, 15, Sir Vitthaldas Thackersey Marg, New Marine Lines, Mumbai - 400020, Maharashtra, India. The Meeting commenced at 11:00 a.m.

Mr. Bhagat Singh Dugar, Chairman and Director of the Company, chaired the proceedings of the Meeting.

The Chairman welcomed all his colleagues on Board and Shareholders of the Company. The requisite quorum being present, the Chairman called the meeting to order. He informed the Members that:

• Mr. Rahul Dugar, Director, Mr. M. Z. Kothari, Managing Director, Mr. Kunal Bafna, Chief Financial Officer, Mr. Hitesh Popat, Independent Director and Chairman of Audit Committee and Mr. Sunil Parakh, Independent Director and Chairman of Nomination and Remuneration Committee, were present at the Meeting.

• Mr. Vinit Kejriwal, Independent Director and Member of Nomination and Remuneration Committee and Mrs. Manju Jain, Independent Director could not attend the Meeting in view of their personal exigencies.

• The Secretarial Auditor and the representative of Statutory Auditors were present at the Meeting.

• Ms. Nandita Dugar, Ms. Bharti Bafna and M/s. Jainex Foods Private Limited had appointed proxies to attend the Meeting on their behalf.

The Register of Proxies and the Statutory Registers as required to be kept open for inspection under the Companies Act, 2013 were available for inspection by the Members at the entrance of the hall.

• The copies of the AGM Notice together with the Annual Report for the Financial Year ended March 31, 2020 had been sent to all the Members and with the permission of the Members took the Notice as read.

• The Auditor’s Report on the Financial Statements of the Company for the year ended March 31, 2020 has been sent to Members and accordingly with the permission of the Members took the Auditor’s Report as read.

The Chairman then, gave an overview of the financial performance of the Company for the Financial Year ended March 31, 2020 and its future outlook.

The Chairman further informed the Members that in compliance with the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had provided to its Members, facility to cast their votes by electronic means through remote e-voting platform of National Depository Services (India) Limited (NSDL) in respect of all resolutions as set out in the Notice convening the 72[nd] AGM. The remote e-voting commenced on Friday, December 18, 2020 at 09:00 A.M. (IST) and ended on Sunday, December 20, 2020 at 05:00 P.M. (IST). Members who were present at the AGM and had not cast their vote electronically were provided an opportunity to cast their votes through ballot paper at the end of the Meeting. It was further informed that there would be no voting by show of hands.

The following items of business as set out in the Notice convening the 72nd Annual General Meeting were commended for Members consideration and approval:

ORDINARY BUSINESS:

1. Adoption of Audited Financial Statement of the Company for the Financial Year ended 31[st] March, 2020 together with the Reports of the Board of Directors and the Auditors thereon. (Ordinary Resolution)

2. Appointment of Mr. Bhagat Singh Dugar (DIN: 00013082) as a Director retiring by rotation. (Ordinary Resolution)

SPECIAL BUSINESS:

1. Re-appointment of Mr. Kunal Bafna (DIN: 00902536) as a Whole-time Director of the Company for a period of 3 (Three) years with effect from 08-10-2019 to 07-10-2022. (Ordinary Resolution)

2. Re-appointment of Mr. Hitesh Mulraj Popat (DIN: 00407897) as an Independent Director of the Company for a second consecutive term of 5 (five) years with effect from March 31, 2020. (Special Resolution)

3. Re-appointment of Mr. Sunil Sampatraj Parakh (DIN: 01111159) as an Independent Director of the Company for a second consecutive term of 5 (five) years with effect from March 31, 2020. (Special Resolution)

4. Re-appointment of Mr. Vinit Ramgopal Kejriwal (DIN: 01254554) as an Independent Director of the Company for a second consecutive term of 5 (five) years with effect from March 31, 2020. (Special Resolution)

5. Re-appointment of Ms. Manju Jain (DIN: 01332762) as an Independent Director of the Company for a second consecutive term of 5 (five) years with effect from March 31, 2020. (Special Resolution)

The Chairman then invited members to ask questions and seek clarifications on the Agenda items. Thereafter, he gave reply to the queries and enquiries raised by the Members.

The Chairman further informed the Members that the Board of Directors had appointed Ms. Sonal Shah, Proprietor of Sonal Kothari & Associates, Practising Company Secretary (Membership No.: 24216, COP No.: 8769) as the Scrutinizer to scrutinize the Remote e-voting and ballot voting process in a fair and transparent manner and submit a Consolidated Report.

The Chairman thereafter, ordered a poll to be taken at the Meeting on all resolutions set out in the Notice convening the 72[nd] AGM and requested Ms. Sonal Shah, Scrutinizer, for an orderly conduct of the voting.

The Chairman further informed the Members that voting results along with the Consolidated Scrutinizer’s Report shall be placed on the website of NSDL engaged for providing e-voting and will be communicated to the Stock Exchanges, where the shares of the Company are listed within 48 hours of the conclusion of AGM.

The Meeting concluded at 11:45 a.m. after the Members present at the Meeting casted their votes and the Scrutinizer sealed the poll box and took the custody of the same.

The Chairman thanked the Members for attending and participating in the Meeting.

This is for your information and records.

Thanking You,

Yours faithfully,

For JAINEX AAMCOL LIMITED

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RAHUL DUGAR DIRECTOR DIN: 00013704