Nimbus Projects Limited — AGM Information 2024

Sep 27, 2024

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NPL/BSE/2024-25/67

September 27, 2024

The Manager Department of Corporate Relationship, BSE Limited Phiroze Jeejeebhoy Tower, Dalal Street, Mumbai – 400001

Scrip Code: 511714 Scrip ID: NIMBSPROJ

Subject: Disclosure under Regulation 30 of The SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (“Listing Regulations") - Proceedings of the 31[st] Annual General Meeting of the Company held on Friday, September 27, 2024.

Dear Sir,

Pursuant to Regulation 30 read with Para-A, Part-A of Schedule-III of the Listing Regulations, please find enclosed herewith proceedings of the 31[st] Annual General Meeting (AGM) of the Company held on Friday, September 27, 2023 at 12:30 P.M. (IST) through Video Conferencing (VC)/ Other Audio Visual Means (OAVM) in accordance with the Circulars issued by the Ministry of Corporate Affairs and in compliance with other applicable provisions of the Companies Act, 2013 read with Rules made thereunder and Circulars issued by the Securities and Exchange Board of India.

A detailed report of voting result in compliance with the requirements of regulation 44(3) of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, together with the consolidated report of the scrutinizer shall also be submitted separately.

The meeting commenced at 12:30 p.m. and concluded at 01:18 p.m.

We request you to take the same on record.

Thanking you,

Yours faithfully For Nimbus Projects Limited

Ritika Digitally signed by Ritika Aggarwal Date: 2024.09.27 Aggarwal 16:39:21 +05'30' Ritika Aggarwal (Company Secretary & Compliance Officer) M. No.: A69712

Encl: as above

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PROCEEDINGS OF THE 31[ST ] ANNUAL GENERAL MEETING ("AGM”) OF THE MEMBERS OF NIMBUS PROJECTS LIMITED ("THE COMPANY") HELD THROUGH VIDEO CONFERENCING (VC)/ OTHER AUDIO VISUAL MEANS (OAVM) ON FRIDAY, THE 27[TH] DAY OF SEPTEMBER, 2024 COMMENCED AT 12.30 P.M. AND CONCLUDED AT 01:18 P.M. (IST)

The 31[st] Annual General Meeting (AGM) of the members of the Company was held on Friday, September 27, 2024 at 12:30 P.M. through Video Conferencing (‘VC’)/ Other Audio Visual Means (‘OAVM’). The Meeting was conducted in accordance with relevant Circulars issued by the Ministry of Corporate Affairs (‘MCA’) and the Securities and Exchange Board of India (‘SEBI’) in this regard.

Ms. Ritika Aggarwal, the Company Secretary & Compliance Officer of the Company welcomed the Members to the 31[st] Annual General Meeting of the Company who joined the Meeting through Video Conferencing (VC)/ Other Audio Visual Mode (OAVM). She briefed the members about certain points regarding the participation and voting at the Meeting.

Thereafter, the Company Secretary requested the Chairman to start the proceedings of the AGM.

Mr. Bipin Agarwal, the Chairman & Managing Director, chaired the meeting. After, ascertaining the requisite quorum being present, the Chairman called the meeting to order. The Chairman welcomed the members to the 31[st] Annual General Meeting. He informed the members that the Annual General Meeting was held through Video Conferencing in compliance with the applicable circulars and necessary steps to enable members to participate in Annual General Meeting were taken.

The Chairman also welcomed and introduced other Directors, Officers of the Company and the Auditors present at the Meeting.

The following Directors, Officers and Auditors participated at the Annual General Meeting:

1.	Bipin Agarwal	Chairman and Managing Director
2.	Rajeev Kumar Asopa	Non-Executive Director
3.	Surinder Singh Chawla	Independent Director, Chairman	of Audit Committee		and
		Committee of Independent Directors
4.	Anu Rai	Independent Director, Chairperson of		the Stakeholders
		Relationship Committee and	the	Nomination	and
		Remuneration Committee
5.	Debashis Nanda	Independent Director
6.	Jitendra Kumar	Chief Financial Officer
7.	Ritika Aggarwal	Company Secretary & Compliance	Officer
8.	Sunil Bhansali	Partner, M/s. Oswal Sunil & Company, Statutory Auditors
9.	Kapil Dev Vashisth	Secretarial Auditor & Scrutinizer
10.	Tarun Goyal	Partner, M/s Goyal Tarun & Associates, Internal Auditors

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The Chairman then addressed the members about the industrial scenario of real estate sector and provided an outlook of the Company. He also presented the highlights of the development and performance of the Company during the course of the Financial Year 2023-24.

The following items of business, as per the Notice of 31[st] AGM dated August 12, 2024 were discussed at the meeting:

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Item No. Resolutions Type of Resolutions
Ordinary Business
1. Adoption of Audited Standalone and the Audited Ordinary Resolution
Consolidated Financial Statements of the Company for the
financial year ended March 31, 2024, together with Reports
of the Board and the Auditors’ thereon.
2. Re-appointment of Director in the place of Mr. Rajeev Ordinary Resolution
Kumar Asopa (DIN: 00001277) who retires by rotation and
being eligible offers himself for re-appointment.
Special Business
3. Approval of Material Related Party Transactions with Special Resolution
identified Partnership Firms in which Company is a
Partner.
4. Approval of Material Related Party Transactions with Ordinary Resolution
identified Promoters.
5. Approval of Material Related Party Transactions with Special Resolution
identified Promoter Group Companies.
6. Approval of Material Related Party Transactions with Ordinary Resolution
Industrial Investment Trust Limited and IITL Projects
Limited.
7. Approval of Material Related Party Transactions with Ordinary Resolution
World Resorts Limited and N.N. Financial Services Private
Limited.
8. Approval of Material Related Party Transactions with Special Resolution
Associate Companies
9. Approval of Material related party transactions with Ordinary Resolution
Anamica Financial Services Private Limited, Anamica
Portfolio Private Limited, Saffron Holdings Private Limited
and RCJ Investment Trust Private Limited.
10. Divestment of the partnership stake held by the Company Special Resolution
in Indogreen International, a joint venture firm, to World
Resorts Limited, a related party
11. Approval of borrowings from Nimbus (India) Limited Special Resolution
12. Appointment of Mr. Deepak Kumar Lath (DIN:00341732) as Special Resolution
an Independent Director of the Company
13. To appoint Ms. Aradhana Singh (DIN:10019212) as an Special Resolution
Independent Woman Director of the Company
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The Chairman then invited the Members to share their views, suggestions and questions, if any, on the operations and financial performance of the Company and related matters. After the Members expressed their views and asked their queries, the Chairman responded to the queries raised by them.

The Chairman thanked the members for attending the meeting and requested them to complete their e-voting after conclusion of Annual General Meeting.

The Chairman then authorized the Company Secretary to appraise the members about the e-voting process and declared the meeting concluded.

The Company Secretary thereafter informed the members about the e- voting process. She further appraised that the Board had appointed Mr. Kapil Dev Vashisth, Practicing Company Secretaries to provide the consolidated results on remote e voting as well as e-voting at the Annual General Meeting. The results on voting would be announced on or before the September 29, 2024 and the same would be intimated to Stock Exchanges (www.bseindia.com) and would be uploaded on the website of the Company(www.nimbusprojectsltd.com) and website of NSDL (www.evoting.nsdl.com).

The AGM concluded at 01:18 p.m. (IST).

Yours faithfully,

For Nimbus Projects Limited

Ritika Digitally signed by Ritika Aggarwal Date: 2024.09.27 Aggarwal 16:40:02 +05'30'

Ritika Aggarwal (Company Secretary and Compliance Officer) M. No.: A69712

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