NDA Securities ltd. — AGM Information 2022

Nov 4, 2022

Date: 04.11.2022

To,

The Department of Corporate Services- Listing

Bombay Stock Exchange Ltd,

PhirozeJeejeebhoy Towers, Dalal Street, Mumbai-400 001

Sub: Certified True Copy of the minutes of 30th Annual General Meeting held on 29[th] September, 2022 Ref.: NDA Securities Limited, Scrip Code: 511535

Dear Sir,

In compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached herewith the certified true copy of the minutes of 30[th] Annual General Meeting of the Company held on Thursday, 29th September, 2022.

Kindly take the same on your record and oblige.

Thanking You

Yours Faithfully

For NDA Securities Limited

Digitally signed by SANJAY SANJAY AGARWAL AGARWAL Date: 2022.11.04 11:03:07 +05'30'

Sanjay Agarwal Managing Director DIN: 00010639 Encl.: As above

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MINUTES OF THE 30th ANNUAL GENERAL MEETING OF NDA SECURITIES LIMITED HELD ON THURSDAY, 29TH SEPTEMBER 2022, AT 02:00 P.M. THROUGH VIDEO CONFERENCING/ OTHER AUDIO VISUAL MEANS

PRESENT: The following were present through Video Conferencing/ Other Audio Visual Means:

1. SH. SANJAY AGARWAL MANAGING DIRECTOR 2. SMT. DEEPTI AGARWAL WHOLETIME DIRECTOR 3. SH. UMA SHANKER GUPTA DIRECTOR

4. SH. RAM KISHAN SANGHI DIRECTOR 5. MS.ISHA MALIK COMPANY SECRETARY 6. SH.JOGINDER KUMAR MITTAL PARTNER (M/s. J M AND ASSOCIATES., STATUTORY AUDITORS)

Sh. Surrinder Kishore Kapahi, Company Secretary in Practice of Kapahi & Associates, New Delhi the Scrutinizer of the Company had joined through Video Conferencing by invitation.

Sh. Sanjay Agarwal, Managing Director of the Company was elected as Chairman of the Meeting. He took the Chair and announced that since the required quorum for the meeting was present, the formal proceedings of the meeting could commence.

The 30[th] AGM was convened and conducted through Video Conferencing “VC)/Other AudioVisual Means (“OVAM”) pursuant to General Circular No. 14/2020 dated April 8, 2020, Circular No. 17/2020 dated April 13, 2020 and Circular No. 20/2020 dated 5[th] May, 2020, General Circular No. 02/2021 dated 13[th] January, 2021, General Circular No. 19/2021 dated 8[th] December, 2021, General Circular No. 21/2021 dated 14[th] December, 2021 and General Circular no. 02/2022 dated 5[th] May, 2022 issued by the Ministry of Corporate Affairs (MCA) hereinafter collectively referred to as “Circulars”, which allowed the company to hold AGMs through VC/OVAM.

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The Chairman further informed that the Company had taken all steps to ensure that the Shareholders were able to attend and vote at this AGM in a seamless manner. He also stated that the Company had tied up with NSDL to provide facility for voting through remote e-voting, for participation in the AGM through VC / OAVM facility and e-voting during the AGM

The Chairman informed the Members that the Company had provided the facility of Live Webcast of proceedings of the AGM which would enable to the members to view the AGM live from remote locations by logging on the e-voting website of NSDL. After that, the Chairman handed over the further matter of meeting to Company Secretary for further processing.

Ms. Isha Malik, company secretary, informed the members that as per the provisions of the Companies Act, 2013 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, the Company had provided the facility of remote e-voting to the members through NSDL e-voting system, to enable them to cast their vote electronically. The remote e-voting was open from 9.00 a.m. on Monday, 26th September, 2022 till 5.00 p.m. on Wednesday, to 28th September, 2022. The members were also informed that who had not cast their vote through remote e-voting process, had been provided with facility to cast vote during the AGM using the e- voting website of NSDL.

Ms. Isha Malik further informed that Sh. Surrinder Kishore Kapahi, Practicing Company Secretary was appointed as the Scrutiniser for the e-voting process.

Ms. Isha Malik further stated that all Shareholders who had joined the meeting were placed on mute mode by default to ensure smooth functioning and transmission of the meeting’s proceedings. The Shareholders were given an opportunity for registering themselves for asking any query about the Company. She further stated that the company had received any query received request for registration as speakers on our given Email ID (legal@ndaindia.com), which were as follow:

• a) Mr. Ankur Chadha

• b) Mr. Ajay Jain

Ms. Isha Malik informed the members that there were in total 3 (Three) Resolutions proposed to be passed in the AGM and same were forming part of the Notice of the AGM. Since the Notice had already been circulated to the Members and the Resolution had been put to vote through remote e voting, the resolutions were taken as read. For the benefit of members attending the meeting, she further provided a brief of the resolutions.

Following agenda and resolutions as mentioned in the Notice of the AGM were deemed to be approved by the members:

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ORDINARY BUSINESS:

ITEM NO. 1

APPROVAL OF ANNUAL ACCOUNTS OF THE COMPANY FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2022

“RESOLVED THAT the Audited Balance Sheet as at 31st March 2022 and the Statement of Profit & Loss Account of the Company for the year ended on 31st March, 2022 and Cash Flow Statement of the Company and the Reports of the Directors and Auditors thereon together with Consolidated financial Statement of the Company for the year ended as on that date as circulated to the members be and the same are hereby received, considered and adopted.”

The resolution was duly passed with requisite majority.

ITEM NO. 2

RE-APPOINTMENT OF MRS. DEEPTI AGARWAL (DIN: 00049250) AS DIRECTOR

“RESOLVED THAT Mrs. Deepti Agarwal (DIN: 00049250), who retires by rotation and being eligible, has offered herself for re-appointment, be and is hereby re-appointed as the Director of the Company, liable to retire by rotation.”

The resolution was duly passed with requisite majority.

ITEM NO. 3

APPOINTMENT OF STATUTORY AUDITOR OF THE COMPANY AS PER SECTION 139 OF THE

COMPANIES ACT, 2013

“RESOLVED THAT pursuant to the provisions of Section 139, 141, 142 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 including any amendment, modification, variation or re-enactment thereof and pursuant to the recommendation of the Audit Committee M/s. J M and Associates (FRN No.011270N), be and are hereby appointed as the Statutory Auditors of the Company, in place of retiring Statutory Auditors M/s. Satya Prakash Garg & Co., Chartered Accountants ( Firm Registration No.- 017544N), to hold office from the conclusion of 30th Annual General Meeting until the conclusion of the 35th Annual General Meeting, at such remuneration as may be mutually agreed between the Board of Directors of the Company and the Statutory Auditors.”

The resolution was duly passed with requisite majority.

VOTE OF THANKS

The Chairman declared the meeting concluded at 2:26 P.M. with a vote of thanks to the Chair.

Dated: 28.10.2022 Place: New Delhi

(SANJAY AGARWAL) CHAIRMAN

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Declaration of Results of Remote e-voting and poll at 30th Annual General Meeting held on 29th September, 2022

On the basis of the Scrutinizer’s Report of remote electronic voting and for insta voting* conducted at the Annual General Meeting dated September 29[th] , 2022, the summary of which is mentioned hereunder, the Company announced the results of voting on September 29, 2022 that all the resolutions for the Ordinary businesses as set out in item no. 1 to 3 in the Notice of the 30th Annual General Meeting of the Company have been duly passed. The summary of the Scrutinizer’s Report is as follows:

Resolution No. and Heading of the Resolution	Number of members vote through Remote E- voting and E- voting during the AGM (Instapoll)	Votes in favour of the Resolution	Votes in favour of the Resolution	Number of votes against the Resolution	Number of votes against the Resolution
		Number	% of total number of valid votes cast	Number	% of total number of valid votes cast
(1) Consider and adopt the Audited standalone and consolidated financial statements of the Company for the Financial Year ended March 31, 2022 along with the Reports of the Board of Directors and Auditors thereon.	245	3973329	100	102	0.00
(2) Re-appointment of Mrs. Deepti Agarwal (DIN:00049250), as Director, who retires by rotation and being eligible offers herself for re-appointment.	243	3759451	99.87	4744	0.13
(3) Appointment of M/s. J M and Associates as the Statutory Auditor of the **company. **	245	3968687	99.88	4744	0.12

*None of the members voted through instapoll at AGM.

Dated: 28.10.2022 (SANJAY Place: Place: New Delhi CHAIRMAN

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(SANJAY Place:
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