Khandelwal Extraction Ltd. — AGM Information 2023

Sep 23, 2023

KHANDELWAL EXTRACTIONS LTD.

51/47 , NAYAGANJ, KANPUR-208001 Phones: 2313195, 2319610 Mobile No.: 09415330630 Email Id : kelknp@yahoo.com Website: www.khandelwalextractions.com CIN : L24241UP1981PLC005282

Ref. No. HO/SECY/23-24/33/

23[rd] September 2023

To, The Listing Manager BSE Ltd. The Department of Corporate Services PJ Towers, Dalal Street MUMBAI -400001 Scrip Code: 519064 ISIN No: INE687W01010 Listing Centre: listing.bseindia.com

Sub: Proceedings of 41[st] Annual General Meeting

Dear Sir/Ma’am,

Pursuant to Regulation 30 of SEBI( Listing Obligations and Disclosure Requirements), Regulations, 2015, read with Schedule III, please find enclosed herewith the proceedings of 41[st] Annual General Meeting of the Company held on Saturday, 23[rd] September, 2023 at 4:00 P.M. at 50 MIG Bungalow, W Block, Keshav Nagar, Kanpur-208014.

Kindly take the same on your records.

Thanking you

Yours faithfully

For Khandelwal Extractions Limited

SATYANS Digitally signed by SATYANSHA DUBEY HA DUBEY Date: 2023.09.23 16:33:19 +05'30'

Satyansha Dubey

Company Secretary and Compliance Officer

M.No.: A67216

KHANDELWAL EXTRACTIONS LTD.

51/47 , NAYAGANJ, KANPUR-208001 Phones: 2313195, 2319610 Mobile No.: 09415330630

Email Id : kelknp@yahoo.com

Website: www.khandelwalextractions.com CIN : L24241UP1981PLC005282

BRIEF PROCEEDINGS OF THE 41[st] ANNUAL GENERAL MEETING OF M/S KHANDELWAL EXTRACTIONS LIMITED HELD ON SATURDAY, 23[rd] SEPTEMBER, 2023 AT 4:00 P.M. AT 50 MIG, W BLOCK, KESHAV NAGAR, KANPUR -208014

MEMBERS PRESENT:

Total No. of members as on the cut-off date	2211
No. of members present in person	18
No. of members present by proxy	-
Total no. of members present (in person & proxy)	18

All the Directors including Mr. Ashok Gupta, Chairman of the Audit Committee and Nomination and Remuneration Committee, Representative of Statutory Auditor, Scrutinizer and Secretarial Auditor appointed for E-voting/poll attended the meeting as per the records of attendance register.

Ms. Satyansha Dubey, Company Secretary welcomed the members, Directors and Auditors present at the 41[st] Annual General Meeting of the Company. Thereafter, Shri K. N. Khandelwal chaired the proceedings of the meeting. Mr. Ashok Gupta, Independent Director chaired the proceedings in respect of item of business where Shri K.N.Khandelwal was deemed to be interested.

The Chairman confirmed that the requisite quorum was present and declared the meeting as properly constituted.

SATYAN Digitally signed by SATYANSHA SHA DUBEY Date: 2023.09.23 DUBEY 16:34:33 +05'30'

The Registers and documents as statutorily required to be made available at the AGM, were available for inspection during the meeting.

With the consent of members present, the Notice dated 12.08.2023 convening the AGM was taken as read.

The Independent Auditors Report dated 27.05.2023 on the audited accounts for the financial year 2022-23 and Secretarial Audit Report dated 04.08.2023 for the financial year ended 31[st ] March, 2023 were taken as read.

The Company Secretary informed the members that the Company provided E-voting facility to the members holding shares as on the cut-off date, 16[th ] September, 2023 on all the 4 resolutions set forth in the notice through CDSL. The remote e-voting facility was kept open from 20[th] September, 2023 (10:00 am) to 22[nd] September, 2023 (5:00 pm). Mr. G.K. Banthia, Prop. M/s Banthia & Co., Practicing Company Secretary, Kanpur was appointed as the Scrutinizer by the Board of Directors for scrutinizing the E-voting and physical voting process.

No voting by show of hands was provided. The members who were present at the AGM and had not cast their votes electronically were provided an opportunity to cast their votes through ballot papers distributed at the venue of the meeting. No member voted through ballot papers.

The Chairman informed that the voting results will be announced within the stipulated time of the conclusion of this Annual General Meeting. He also stated that the voting results along with the Scrutinizer’s report prepared by Mr. G.K.Banthia, would be uploaded on the Company’s website i.e. www.khandelwalextractions.com and on the website of CDSL i.e. www.evotingindia.com. The voting results along with the Scrutinizer’s report will simultaneously be communicated to BSE Ltd.

The Chairman addressed the shareholders and gave an overview of the financial performance of the Company during the year 2022-23 and invited comments on the Annual accounts, Annual Report and notice to the Annual General Meeting which were duly addressed by Whole-time Director (Finance) & CFO. Clarifications were also provided to the queries raised by the members.

SATYAN Digitally signed by SATYANSHA DUBEY SHA Date: 2023.09.23 16:34:52 +05'30' DUBEY

The following items of business as per the notice of 41[st] Annual General Meeting dated 12[th ] August, 2023 were transacted at the meeting:

AS ORDINARY RESOLUTION:

1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended 31st March, 2023 and Report of the Board of Directors and Auditors’ thereon.

2. To appoint a Director in place of Shri Dinesh Khandelwal (DIN: 00161831), who retires by rotation and being eligible offers himself for re-appointment.

AS SPECIAL RESOLUTION:

1. Re-appointment of Shri Vishwa Nath Khandelwal (DIN: 00161893) as Whole-time Director (Works).

2. Appointment of Mr. Prakhar Pandey (DIN 09193170) as an Independent Director of the Company.

The Chairman expressed his gratitude to the shareholders. Thereafter, the meeting was concluded with a vote of thanks to the chair at 4:30 P.M.

Place: Kanpur For Khandelwal Extractions Limited Date: 23.09.2023 SATYANS Digitally signed by SATYANSHA DUBEY HA DUBEY Date: 2023.09.23 16:35:09 +05'30'

Satyansha Dubey Company Secretary and Compliance Officer M.No.: A67216

Disclosure required pursuant to Regulation 30 of the SEBI (LODR) read with Para A of Part A of Schedule III to the SEBI (LODR) read with the SEBI Circular having reference no. CIRlCFD/CMD/4/2015 dated September 9, 2015, with regard to change in Directors and Key Managerial Personnel is given herein under:

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Sr. Particulars Information of such event
No
1 Reason of change viz. appointment, Mr. Prakhar Pandey is appointed as an
resignation, removal, death or otherwise Independent Director of the Company.
2 Date of appointment/ cessation ( as applicable) Appointed for a term of 5 (Five) consecutive
&Term of appointment years with effect from August 12, 2023.
3 Brief profile (in case of appointment)- Mr. Prakhar Pandey is the proprietor of
Prakhar Pandey & Co., and is a Practicing
Company Secretary. He has over 10 years of
experience in Secretarial and Legal
Compliances. He spent initial years of his
career by working in renowned corporate
Companies and Practicing Company
Secretary Firms in order to enhance and
upgrade his skills and knowledge in the field
and then eventually switched to become a
Company Secretary in Practice and owns his
own firm at present. Mr. Prakhar Pandey has
done his Graduation (B.Com) from P.P.N
College, Kanpur and Bachelor of Law (LL.B)
from Brahmanand College of Law, Kanpur.
4 Disclosure of relationship between Mr. Prakhar Pandey does not have any inter-
Directors (in case of appointment as a se relationship with other directors of the
Director) company.
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SATYAN Digitally signed by SATYANSHA DUBEY SHA Date: 2023.09.23 16:35:26 +05'30' DUBEY

SHA DUBEY