Nitco Ltd. — AGM Information 2022

Oct 1, 2022

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	October 1, 2022
Corporate Service Department, BSE Limited Jeejeebhoy Towers Dalal Street, Mumbai – 400 001 Script code: 532722	The Listing Department, National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai – 400051 Script code: NITCO

Dear Sir/Madam,

Sub: Outcome / Proceedings of 56[th] Annual General Meeting (AGM) of NITCO Limited held on Friday, September 30, 2022 through Video Conferencing ("VC") or Other Audio-Visual Means ("OAVM")

Ref: Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

With respect to captioned subject and mentioned reference, please find enclosed herewith the proceedings of the (56[th] ) Fifty Sixth Annual General Meeting of the Company held on Friday, September 30, 2022. The AGM commenced at 11:00 A.M. (IST) and concluded at 12:01 P.M. (IST) (including the time allowed for e-voting at AGM)

You are requested to take the above on record and acknowledge receipt.

Thanking you, Yours faithfully,

For NITCO LIMITED

Digitally signed by VIVEK PRANNATH TALWAR VIVEK DN: c=IN, o=Personal, title=7098, pseudonym=886A9C4B095EBFE3D20EFE8B5537929D6B3763F1, 2.5.4.20=1ba122b609153a6d361743f9a364 PRANNAT e2289b1fe2116e39287aee98d9129baa257b, postalCode=400026, st=Maharashtra, serialNumber=487A93C67F0077B930E213 846F4B5034936C03CE6AC9EE1C56371AD8 H TALWAR 00C03DC8, cn=VIVEK PRANNATH TALWAR Date: 2022.10.01 13:10:55 +05'30'

___ Vivek Talwar Managing Director DIN: 00043180

Registered Office: NITCO Limited, NITCO House, Sheth Govindram Jolly Marg, Kanjur Marg (East), Mumbai- 400 042. Tel.: 91-22-67302500|67521555, Fax: 91-22-25786484. CIN: L26920MH1966PLC016547. Email: investorgrievances@nitco.in, Website: www. nitco.in

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PROCEEDINGS OF THE (56[TH] ) FIFTY SIXTH ANNUAL GENERAL MEETING (AGM) OF NITCO LIMITED HELD ON FRIDAY, SEPTEMBER 30, 2022 THROUGH VIDEO CONFERENCING/ OTHER AUDIO-VISUAL MEANS

Members of NITCO Limited (“the Company”) at the 56[th] Annual General Meeting (“AGM”) held on Friday, September 30, 2022 transacted the Business as per the AGM Notice. The AGM was commenced at 11:00 A.M. (I.S.T) through Video Conferencing (VC) / Other Audio-Visual Means (OAVM) and concluded at 12:01 P.M. (including the time allowed for e-voting at AGM) (I.S.T) in compliance with all the applicable provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) and in accordance with circular dated May 5, 2020 read with circulars dated April 8, 2020, April 13, 2020, 13th January, 2021 and May 05, 2022 (‘MCA Circulars’) and Securities and Exchange Board of India has vide its circular dated May, 12 2020 January 15, 2021 and May 13, 2022 (‘SEBI Circulars’). The Company provided remote e-voting facility at the AGM to its members in respect of the Business to be transacted at AGM.

Date of AGM	Friday, September 30, 2022
Commencement Time	11:00 A.M. (I.S.T.)
Conclusion Time	12:01 A.M. (I.S.T.) (including the time allowed for e-voting at AGM)
Mode	Video Conferencing (VC) /Other Audio-Visual Means (OAVM)
Deemed Venue of AGM	Plot No.3, Nitco House, Kanjur Village Road, Kanjurmarg (East) Mumbai Mumbai - 400042

Attendance:

Attendance:
Mr. Vivek Talwar	Chairman & Managing Director
Ms. Geeta Karira	Company Secretary & Compliance Officer
Mr. Shirish Suvagia	Chief Financial Officer
Mr. Ankit Sethi	Scrutinizer
51 Shareholders / Members have virtually attended the 56thAnnual General Meeting.

BRIEF PROCEEDINGS:

Registered Office: NITCO Limited, NITCO House, Sheth Govindram Jolly Marg, Kanjur Marg (East), Mumbai- 400 042. Tel.: 91-22-67302500|67521555, Fax: 91-22-25786484. CIN: L26920MH1966PLC016547. Email: investorgrievances@nitco.in, Website: www. nitco.in

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• I. Mr. Vivek Talwar (DIN: 01240086), Chairperson and Managing Director of the Company took the chair. The meeting was virtually attended by 51 Members and above-mentioned directors and invitees were present at the meeting. As per Section 103 of the Companies Act, 2013, the Chairman then confirmed that the requisite quorum is present and announced the formal commencement of the meeting.

• II. Ms. Geeta Karira - Company Secretary & Compliance Officer of the Company welcomed all the members at the 56[th] AGM and briefed the meeting on few points regarding participation in the meeting electronically.

• III. Thereafter, Company Secretary requested Mr. Vivek Talwar (DIN: 01240086) Chairman & Managing Director of the Company to address the members. Mr. Vivek Talwar then delivered his speech and apprised all the Members about the current and future prospectus of the Company.

• IV. The members were informed that pursuant to the provisions of Section 108 of the Companies Act, 2013 read with rule 20 of the Companies (Management and Administration) Rules, 2014, as amended and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had extended remote E-Voting facility in respect of all businesses to be transacted at the 56[th] Annual General Meeting to all the members holding shares as on cut-off date of Friday, September 23, 2022 and E-voting period commenced on Tuesday, September 27, 2022 at 09:00 A.M. and ended on Thursday, September 29, 2022 at 05:00 P.M.

• V. With the consent of the shareholders present at the meeting through Video Conferencing, Notice and Statutory Auditor’s Report was taken as read. Company Secretary read the qualifications given by Secretarial Auditors in the Secretarial Audit Report for the year ended March 31, 2022.

• VI. The Company Secretary also informed that the Statutory Registers which are required to be kept open during the currency of Annual General Meeting and the relevant documents as referred to in the Notice were available for inspection for the members.

• VII. The following items of business as set out in the Notice convening the 56[th] AGM were put for member’s consideration and approval:

Sr. No.	Resolution	Type of Resolution
1.	Adoption of Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2022 together with Reports of	Ordinary

Registered Office: NITCO Limited, NITCO House, Sheth Govindram Jolly Marg, Kanjur Marg (East), Mumbai- 400 042. Tel.: 91-22-67302500|67521555, Fax: 91-22-25786484. CIN: L26920MH1966PLC016547. Email: investorgrievances@nitco.in, Website: www. nitco.in

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	Board of Directors and Auditors thereon.
2.	Appointment of Director in place of Mr. Vivek Talwar (DIN: 00043180), liable to retire by rotation, who being eligible, offers himself for re-appointment	Ordinary
3.	Appointment of M M Nissim And Co LLP - Chartered Accountants (FRN: 107122W / W100672) as the Statutory Auditors of the **Company. **	Ordinary
4.	Ratification of Remuneration payable to R. K. Bhandari & Co. - Cost Accountants, the Cost Auditors of the Company for the Financial Year 2022-23.	Ordinary

E-VOTING BY MEMBERS:

Mr. Ankit Sethi, Proprietor of M/s. Ankit Sethi & Associates, Practising Company Secretaries, was appointed as the Scrutinizer to scrutinize the votes cast in the 56[th] AGM & remote e-voting and shall submit a consolidated report thereon. The Consolidated Scrutinizer’s Report in prescribed format along with the details of the voting results (remote e-voting & e-voting at AGM) on all the resolutions as set out in the Notice of 56[th] AGM, pursuant to Regulation 44 of the SEBI (LODR) Regulations, 2015, shall be submitted to the Stock Exchanges within prescribed timelines. These reports will also be uploaded on the website of the Company and on the website of Stock Exchanges.

The Meeting was concluded with a vote of thanks, the voting were kept open till 12:01 p.m. for the members who has not cast vote through remote e- voting.

Thanking you, Yours faithfully,

For NITCO LIMITED

VIVEK PRANNATH TALWAR Digitally signed by VIVEK PRANNATH TALWAR DN: c=IN, o=Personal, title=7098, pseudonym=886A9C4B095EBFE3D20EFE8B5537929D6B3763F1, 2.5.4.20=1ba122b609153a6d361743f9a364e2289b1fe2116e39287aee98d9129baa257b, postalCode=400026, st=Maharashtra, serialNumber=487A93C67F0077B930E213846F4B5034936C03CE6AC9EE1C56371AD800C03DC8, cn=VIVEK PRANNATH TALWAR Date: 2022.10.01 13:11:38 +05'30'

___

Vivek Talwar

Managing Director DIN: 00043180

Registered Office: NITCO Limited, NITCO House, Sheth Govindram Jolly Marg, Kanjur Marg (East), Mumbai- 400 042. Tel.: 91-22-67302500|67521555, Fax: 91-22-25786484. CIN: L26920MH1966PLC016547. Email: investorgrievances@nitco.in, Website: www. nitco.in