Nirlon Limited — AGM Information 2020

Nov 4, 2020

NIRLON LIMITED

Western Express Highway, Goregaon (E), Mumbai - 400 063. T +91-22-4028 1919 / 2685 2256 -59. F +91-22-4028 1940. www.nirlonltd.com, Email: info@nirlonltd.com CIN: L17120 MH1958PLC011045

November 4, 2020

The Secretary, BSE Limited, P. J. Towers, Dalal Street, Mumbai 400 OO1.

Security Code: 500307

Sub: 61" AGM Minutes of Meeting - F.Y. 2019-2020

Dear Sir,

We are enclosing herewith the certified true copy of the 61" AGM Minutes of the Meeting held on Tuesday, September 29, 2020 through VC/OAVM.

We request you to take the same on record and oblige.

Thanking you,

Yours faithfully, For Nirlon Limited

A'mc:u Jasmin K. Bhavsar s79!7"{t: *CiiaS'* . ,m

Company Secretary & Vice Encl: a/a Pres nt (Legal) & Compliance Officer

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	61'" THE MINUTES ANNUAL GENERAL MEETING OF OF
	LIMITED MEMBERS NIRLON HELD TUESDAY, OF ON "
	2020 12.00 SEPTEMBER 29, AT THROUGH VIDEO (IST) NOON
	/ OTHER AUDIO VISUAL CONFERENCE MEANS (OAVM) (VC)
I.	IN ATTENDANCE :
	DIRECTORS: a.
	Chairman through Mr. Moosa (NEID), Raza 1.
	from Chennai VC
	Rajinder through Mr. Singh NEID, Pal 2. VC
	Gurugram from
	Arjan through Mr. Gurbuxani. NEID, 3. VC
	from Rishikesh
	Anjali through NEID, Seth VC 4. Ms.
	from Mumbai
	Kunnasagaran Chinniah Director, through Mr. Nominee 5.
	from Singapore VC
	Kunal Director, through from Mr. Sagar VC 6. V. Dubai, UAE
	Director & Rahul Executive Mr. Sagar C.E.O., V. 7.
	through from Mumbai VC
	b. AUDITORS:
	of Abhishek Partner, & Mr. Agarwal, Co.; R B C 1. S
	Statutory Chartered Accountants Mumbai, the LLP,
	Auditors of through from Mumbai the Company VC
	of Vinay & Vinay Mulay, Proprietor, Mulay Mr. Sole Co.; 2.
	Auditors of through from Mumbai Coat the Company VC
	C. SCRUTINIZER:
	Alwyn of Alwyn Jay Mr. D'souza, Company Co., &,
	in in Secretary Practice, the Company Secretary Practice,
	Scrutinizer scrutinize the voting at appoin the to ted as e- 61" through and remote e-voting process the AGM VC
	M umbai. from
	onL/41, Certified e Copy
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d. KEY MANAGERIAL PERSONNEL:

• 1. Mr. Jasmin K. Bhavsar, Company Secretary, Vice President (Legal) & Compliance Officer through VC from Mumbai
• 1. Mr. Manish B. Parikh, Chief Financial Officer through VC from Mumbai

e. MEMBERS:

45 (Forty Five) Members attended Meeting through VC.

At or about 12.00 noon (IST), Mr. Moosa Raza, the Chairman of the Board, presided as the Chairman of the Meeting, and welcomed all Members present to the 6Q'p' Annual General Meeting.

The Chairman requested the Company Secretary to confirm whether the requisite quorum was present so that the Meeting could commence.

The Company Secretary submitted that the requisite quorum was present as required under the Companies Act, 2013.

II. ANNOUNCEMENT & PROCEEDINGS :

The Chairman commenced the Meeting as the requisite quorum was present, welcomed the Members.

He then mentioned that the Company has made all efforts feasible under the current circumstances to enable the Members to participate at the Meeting by a video conferencing facility through InstaMeet (webex application), and vote electronically through JnstaVote (e-voting), a platform provided by Link Intime India Pvt. Ltd.

Thereafter, the Chairman requested the Company Secretary to further brief the Shareholders. Accordingly, the Company Secretary made the following announcements:

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i. The Company has availed of the facility provided by Link Intime India Private Limited for holding the 61"' AGM

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• through VC / OAVM.
• ii. The Meeting was being held through a video conference fizcility in compliance: with the provisions of the Companies Act 20 13, rules made thereunder, SEBI (Listing obligations and Disclosure Requirements) Regulations 20 15, read with General Circular dated April 8, 2020, April 13, 2020 and May 5, 2020 respectively, issued by the Ministry of Corporate Affairs and SEBI Circular dated May 12, 2020.
• iii. The Company has engaged the services of Link Intime India Private Limited to provide a remote e-voting facility. The evoting facility during the AGM is done through the "Insta Vote" facility also provided by Link Intime India Private Limited. Therefore, any Members who have not cast their votes yet electronically and who are participating in the Meeting have an opportunity to cast their votes during the Meeting through VC / OAVM.
• iv. As stated in the notice convening this 61s' AGM, since this AGM was being held virtually, the facility for appointment of proxies by the Members is not available. Members attending this AGNI through audio-visual means shall be counted for the purpose of reckoning the quorum under Sec. 103 of the Companies Act 2013.
• v. The Company had provided its Members with the facility of remote e-voting through the Link Intime India Private Limited platform which commenced on September 26, 2020 at 9.00 a.m. (IST) and ended on September 28, 2020 at 5.00 p.m. (IST). Pursuant to said e-voting facility, certain Members have already exercised their vote between these dates.
• vi. The Scrutinizer will scrutinize the voting results and submit the final report within 48 hours. The results of the voting will be announced by posting them on the Company's website and sending the same to the BSE Limited.

CHAIRMAN'S INITIALS

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HELD AT.	ON TIME
vii.	This Meeting being conducted through audio-visual means
	also complies with Regulation 44(6) of SEBI listing
	regulations.
viii.	The Annual Report for the F.Y. 2019- 2020 comprising the
	notice of the 61 st AGM, the Audited Financial Statements for
	the F.Y. 2019-20, Report of the Directors' (along with all
	required reports and annexures) and Report of the Auditor's
	has been sent through electronic mode to all Members who
	have registered their e-mail addresses with the Company, or
	their respective depository participants.
ix.	Accordingly, the 61 st AGM notice convening the Meeting was
	being taken as read.
X.	There are no qualifications, observations and adverse
	comments or remarks made by the Statutory Auditor on the
	Auditors' Report, or by the Secretarial Auditor on the
	Secretarial Report.
	Thereafter, the Company Secretary requested the Chairman to
	proceed further.
	Thereafter, the Chairman informed the Meeting as follows:
1.	The text of Ordinary Resolutions and the Explanatory
	Statements, wherever applicable have been provided in
	the 61 st Notice convening this AGM, which has been
	circulated to the Members and is also available on the
	website of the Company.
2.	The Independent Auditor's Report on the Audited
	Financial Statements of the Company does not contain
	any qualifications.
3.	As the Independent Auditor's Report on Company's
	financial statements is unqualified, as per the provision
	of the Companies Act, 2013, the same is not required to
	be read at the AGM.
4.	There are five (5) Ordinary Resolutions for approval in
	the Annual General Meeting:
	CHAIRMAN'S INITIALS

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	A.	first item of The of Audited the	the Notice Financial	to relates the adoption Statements of the
		for Company with 2020 along	Financial the the Report	Year ended March 31, of of Board Directors

^P and Reports of the Independent Auditor thereon. B. The second item of the Notice relates to declaration of Dividend of Rs.0.75 paise per equity share of Rs. 10/- each for the Financial Year ended March 31, 2020.

• C. The third item of the Notice relates to appointment of a Director in place of Mr. Kunnasagaran Chinniah (DIN: 0 1590108), who retires by rotation, and being eligible, offers himself for re-appointment.
• D. The fourth item of the Notice relates to the Ratification of Remuneration payable to the Cost Auditor.
• E. The fifth item of the Notice relates to the Approval for the proposed Related Party Transaction.

The Chairman further informed Members that since this Meeting is held through VC facility'resolutions are put to vote only through e-voting, and not by a show of hands.

Thereafter the Chairman invited questions from Members by inviting speakers.

Mr. Kunal Sagar and Mr. Rahul Sagar answered the questions raised by the Speakers i.e. Mrs. Smita Shah, Mr. Bharat Shah, Mr. Yusuf Rangwala and Adv. Hariram Chaudhary.

Post questions and answers session, the Chairman stated that the Company has taken note of Shareholders' valuable comments and suggestions. He also mentioned that in case Members have any other questions, they may e-mail the same to the Company.

Finally, the Chairman made following announcements:

1. Members who have still not voted on Resolutions were

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,,,,,,,,,-,- "H-% 'Jg requested to cast their vote on the "Instavote" e-voting system. The detailed process of voting is mentioned in the 61"' AGM notice.

1. As this was the last AGM which he was Chairing, he was taking this opportunity to thank his colleagues on the Board of Directors and all Shareholders for their cooperation and support, which has allowed the Company to achieve its present level of success. He appealed to all Directors and Shareholders to continue to extend the same level of support, so as to enable the Company to continue to reach even greater heights. He offered his prayers for the good health of the Company and all its stakeholders in this time of the pandemic, and in the . future.

There being no other business to transact, he then declared the Meeting as closed, while reminding Members that ewoting would be open for 15 minutes from the time of closure of the Meeting, and declared the Meeting as concluded at 12.40 p.m. with a vote of thanks to Members.

The Minutes of the 61"' Annual General Meeting were prepared on October 1, 2020 and entered in to the Minutes book on October 7, 2020.

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Moosa Raza (Chairman)

Chennai, October 7, 2020

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