Mahindra Logistics Limited — AGM Information 2021

Jul 28, 2021

Mahindra Logistics Limited Unit No. 3 & 4, 7[th] Floor, Techniplex 2, Techniplex Complex, Veer Savarkar Marg, Goregaon (West), Mumbai – 400 062

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Our Ref: MLLSEC/137/2021

Date: 28 July 2021

To, BSE Limited, (Security Code: 540768) Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai - 400 001

Tel: + 91 22 4513 2600 Toll Free: 1800 258 6787

www.mahindralogistics.com

Regd Office Mahindra Towers, P. K. Kurne Chowk, Worli, Mumbai – 400 018

CIN: L63000MH2007PLC173466

E-mail Id: cs.mll@mahindra.com

National Stock Exchange of India Ltd., (Symbol: MAHLOG) Exchange Plaza, 5[th ] Floor, Plot No. C/1, “G” Block, Bandra -Kurla Complex, Bandra (East), Mumbai – 400 051

Dear Sirs,

Sub: Proceedings of the 14th Annual General Meeting of Mahindra Logistics Limited - Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”)

In compliance with Regulation 30(6) read with Schedule III and other applicable provisions of the Listing Regulations, please find enclosed proceedings of the 14th Annual General Meeting of Mahindra Logistics Limited (“the Company”) held on Tuesday, 27 July 2021 at 3:30 p.m. (IST) through audio and video conferencing.

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

Thanking you

For Mahindra Logistics Limited

Brijbala Batwal Company Secretary

Enclosure: As above

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Proceedings (in brief) of the 14th Annual General Meeting of the Members of Mahindra Logistics Limited pursuant to Regulation 30(6) read with Schedule III of the Listing Regulations

Day, Date, Time, and Venue of the Meeting:

The 14th Annual General Meeting (“AGM” or “the Meeting”) of the Members of the Company was held on Tuesday, 27 July 2021 through audio and video conferencing (“VC”). The deemed venue for the AGM was the Registered Office of the Company at Mahindra Towers, P. K. Kurne Chowk, Worli, Mumbai – 400 018. The Meeting commenced at 3.30 p.m. (IST) and concluded at 5:05 p.m. (IST).

In view of the challenges and risk faced due to the ongoing coronavirus pandemic and keeping in mind the safety of the Shareholders and employees of the Company the Meeting was held through VC in compliance with the provisions of the Companies Act, 2013 read with rules framed thereunder, the circulars issued by the Ministry of Corporate Affairs (“MCA”), Government of India and the Securities and Exchange Board of India (“SEBI”) and the Secretarial Standards issued by the Institute of Companies Secretaries of India. The Company had provided one-way live webcast of the proceedings of the AGM.

Proceedings in brief:

• Dr. Anish Shah, Chairman of the Board, chaired the Meeting.

• The Chairman informed that all efforts feasible under the circumstances have been indeed made by the Company to enable the Members to participate in the AGM through Video Conferencing and vote on items as proposed in the Notice of AGM.

• As per the attendance record 60 Members were present through VC at the Meeting and after ascertaining that the requisite quorum was present, the Chairman called the Meeting to order.

• All Directors of the Company including the Chairman of the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee and Corporate Social Responsibility Committee were present at the Meeting. The representatives of the Statutory Auditor and Secretarial Auditor were also present at the Meeting.

• The Chairman addressed the Members and delivered his speech briefing the Members present on the performance of the Company, existing industry scenario and business prospects of the Company.

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• The following items as stated in the Notice of the 14th AGM were transacted at the Meeting and passed with requisite majority:

	andpassed with requisite majority:
Item No.	Agenda	Resolution (Ordinary / Special)	Mode of voting
Ordinary Business:
1.	Adoption of the Audited Standalone Financial Statements of the Company for the financial year ended 31st March, 2021 and the reports of the Board of Directors and StatutoryAuditors thereon	Ordinary Resolution	Remote e-voting and e-voting at the AGM
2.	Adoption of the Audited Consolidated Financial Statements of the Company for the financial year ended 31st March, 2021 and the reports of the StatutoryAuditors thereon	Ordinary Resolution
3.	Declaration of final dividend of Rs. 2.50 per equity share of Rs. 10/- each fully paid, for the financial year ended 31st March 2021	Ordinary Resolution
4.	Resolved not to re-appoint and not fill the vacancy caused due to retirement by rotation of Mr. S. Durgashankar (DIN:00044713),Non-Executive Director of the Company	Ordinary Resolution
Special Business:
5.	Appointment of Dr. Anish Shah (DIN:02719429) as Non-Executive Director of the Company, liable to retire by rotation	Ordinary Resolution	Remote e-voting and e-voting at the AGM
6.	Appointment of Mr. Amit Kumar Sinha (DIN:09127387) as a Non-Executive Director of the Company, liable to retire by rotation.	Ordinary Resolution
7.	Re-appointment of Mr. Darius Pandole (DIN:00727320) as an Independent Director of the Company for a second term of five consecutive years commencing from 25 July 2022 to 24 July 2027(both days inclusive),not liable to retire byrotation.	Special Resolution
8.	Re-appointment of Mr. Ranu Vohra (DIN:00153547) as an Independent Director of the Company for a second term of five consecutive years commencing from 25 July 2022 to 24 July 2027(both days inclusive),not liable to retire byrotation.	Special Resolution
9.	Payment of remuneration to the Independent Directors of the Company up to a limit of Rs. 10,00,000/- per Independent Director, per annum,effective 1st April,2020.	Special Resolution
10.	Variation in the Mahindra Logistics Employee Restricted Stock Unit Plan 2018 to extend its benefits to the employees of the SubsidiaryCompany(ies)of the Company	Special Resolution
11.	Grant of Restricted Stock Units to the employees of the Subsidiary Company(ies) of the Company under Mahindra Logistics Employee Restricted Stock Unit Plan 2018	Special Resolution

• Members who had registered themselves as speakers were offered an opportunity to express their views or ask questions/ queries on resolutions proposed as set out in the Notice of the AGM. The Managing Director & CEO addressed and responded to the clarifications sought by the speakers.

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• The Chairman requested the Members who were present at the AGM and who had not cast their votes through remote e-voting to cast their votes electronically through the e-voting platform of NSDL arranged at the Meeting. The Chairman authorized the Chief Financial Officer and the Company Secretary of the Company to severally receive the Scrutinizer’s Report and Report on e-voting, to counter sign the same and declare the results within prescribed timelines. The Scrutinizer’s Report and Report on e-voting has been received and being filed separately.

• The Chairman thanked the Members and declared the proceedings as closed and concluded on completion of e-voting by Members. The 14th AGM was concluded at 5:05 p.m. (IST).

This document does not constitute minutes of the proceedings of the 14th Annual General Meeting of the Company.

For Mahindra Logistics Limited

Brijbala Batwal Company Secretary

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