Modi Rubber Ltd. — AGM Information 2021

Sep 28, 2021

MODI RUBBER LIMITED (CIN: L25199UP1971PLC003392) Registered Office: Modinagar-201204, Ghaziabad Uttar Pradesh, India. Head Office: 4-7C, DDA Shopping Center New Friends Colony New Delhi-110 025 Website: www.modirubberlimited.com, Email : investors@modigroup.net, Phone No: +91-11-47107398

SUMMARY OF PROCEEDINGS OF THE 48[th] ANNUAL GENERAL MEETING

The 48th Annual General Meeting (AGM) of the Members of Modi Rubber Limited (“the Company”) was held on Monday, September 297 2021 at 1130 A.M. (IST) through Video Conference (“VC”)/ Other Audio Visual Means (“OAVM”). The meeting was held in compliance with the General Circular vide No. 02/2021 dated January 13, 2021 read with Circular No. 20 dated May 5, 2020 (collectively referred to as "MCA Circulars") and the Securities and Exchange Board of India vide its Circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 read with Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 issued by the Securities and Exchange Board of India (“SEBI”) and as per the applicable provisions of the Companies Act, 2013 and the Rules made thereunder.

Directors in attendance

Sr. No	Name	Location
1	Mr. VinayKumar Modi	Dubai
2	Mr. Alok Kumar Modi	New Delhi
3	Ms. Piya Modi	New Delhi
4	Mr. KSBains	Noida
5	Mr.Umesh Kumar Khaitan	New Delhi

Other in attendance

Sr. No	Name	Location
1	Mr. Sanjeev Kumar Bajpai	New Delhi
2	Mr. KamalGupta	New Delhi
3	Ms. RashmiSaxena	New Delhi
4	Mr. Ravinder Pal Singh	Noida

Sanjeev Kumar Bajpai, Head-Legal & Company Secretary welcomed the Shareholders to the 48th Annual General Meeting (“AGM”) of the Company and introduced the Directors and other invitees present in the meeting to the Shareholders.

Vinay Kumar Modi, Chairman and Non-Executive Director, chaired the meeting. As the requisite quorum was present, Meeting was called to order. Shareholders were briefed about the arrangements made for the meeting.

It was informed that remote e-voting commenced on Friday, September 24, 2021 and ended on Sunday, September 27, 2021. With the consent of the Shareholders present, Notice convening the AGM was taken as read

MODI RUBBER LIMITED (CIN: L25199UP1971PLC003392) Registered Office: Modinagar-201204, Ghaziabad Uttar Pradesh, India. Head Office: 4-7C, DDA Shopping Center New Friends Colony New Delhi-110 025 Website: www.modirubberlimited.com, Email : investors@modigroup.net, Phone No: +91-11-47107398

Thereafter, Shareholders were informed that:

• 1. Requisite Statutory Registers and other documents referred to in the Notice of AGM were available for inspection electronically by the Shareholders.

1. Auditors Report for the Standalone statements of the Company for the financial year ended March 31, 2021 does not contain any qualification, observations or adverse comments. However Auditors Report for the consolidated statements of the Company for the financial year ended March 31, 2021 does contain qualification.

Before proceeding with the businesses contained in the AGM Notice, Mr. Vinay Kumar Modi, Chairman of the Meeting, addressed the Shareholders attending the meeting through VC.

Thereafter, Speaker Shareholders who had registered with the Company for speaking at the AGM were provided opportunity to express their views or ask their queries about the Company and the Agenda Items of the AGM. Queries were responded by Mr. Vinay Kumar Modi Thereafter, the following items of business as mentioned in the Notice of the 48[th] AGM were transacted at the meeting:

1	To consider and adopt the audited financial statements(including the consolidated financial statements) of theCompany for the financial year ended March 31, 2021 and thereports of the Board of Directors (‘the Board’) and auditor’sthereon.	Ordinary Resolution
2	To appoint a Director in place of Mr. Vinay Kumar Modi (DIN:00274605)) who has consented to retire by rotation forcompliance with the requirements of Section 152 of theCompanies Act, 2013, and being eligible, offers himself for re-appointment.	Ordinary Resolution
3	“RESOLVED that pursuant to the provisions of Sections 196, 197,203 and any other applicable provisions of the Companies Act,2013 and the rules made thereunder (including any statutorymodification(s) or re-enactment thereof), read with Schedule Vto the Companies Act, 2013 and pursuant to Article 109 and anyother applicable Article of the Articles of Association of theCompany and subject to approval of Central Government , theconsent of the Company be and is hereby accorded to thereappointment of Mr. Alok Kumar Modi (DIN: 00174374), asManaging Director of the Company for a further period of fiveyears commencingfrom01.10.2021 withoutremunerationas	Special Resolution

MODI RUBBER LIMITED

(CIN: L25199UP1971PLC003392) Registered Office: Modinagar-201204, Ghaziabad Uttar Pradesh, India. Head Office: 4-7C, DDA Shopping Center New Friends Colony New Delhi-110 025 Website: www.modirubberlimited.com, Email : investors@modigroup.net, Phone No: +91-11-47107398

recommended by the nomination and remuneration committee and as set out in the explanatory statement annexed to the notice. RESOLVED FURTHER that the Board of Directors be and is hereby authorized to convey acceptance for terms as may be imposed by the Government for appointment of Mr. Alok Kumar Modi, Managing Director and also alter or vary terms of remuneration including monetary value thereof, to the extent as may be recommended by the Nomination and Remuneration Committee from time to time as may be considered appropriate, subject to within overall limits specified under the Companies Act, 2013. RESOLVED FURTHER that any one of the Directors or Company Secretary of the Company be and are hereby authorized to do all necessary acts, deeds and things, which may be usual, expedient or proper to give effect to the above resolution.”

Shareholders were requested to complete the evoting process, if not completed already. They were also were informed that Ms. Rashmi Saxena, Scrutinizer of the evoting process, shall provide her report to the Company after the scrutiny of the votes casted by the Shareholders by remote e- voting and insta-voting. Company Secretary was authorised to declare the results of e-voting on or before Wednesday, September 29, 2021. Chairman thanked the Shareholders and concluded the meeting.

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