Orient Electric Limited — AGM Information 2021

Jul 30, 2021

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July 30, 2021

Listing Department Department of Corporate Services -Listing National Stock Exchange of India Limited BSE Limited Exchange Plaza, Plot no. C/1, Phiroze JeeJeebhoy Towers, G Block, Bandra-Kurla Complex Dalal Street, Bandra (E), Mumbai - 400 051 Fort, Mumbai – 400 001 Trading Symbol: ORIENTELEC Scrip Code: 541301

Sub.: Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – ’ Summary of Proceedings of 5[th] Annual General Meeting, Scrutinizers Report and Voting Results.

Dear Sir / Madam,

We hereby wish to inform you that the 5[th] Annual General Meeting of the Company was held on Thursday, July 29, 2021, commenced at 03.00 P.M. and concluded at 04:15 P.M., through Video Conferencing / Other Audio-Visual Means, and the business mentioned in the Notice dated May 12, 2021 were transacted and passed with requisite majority.

In this regard, we are enclosing herewith the following reports:

1. Summary of the proceedings of the 5[th] Annual General Meeting, pursuant to Regulation 30, Part A of Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 ( Listing Regulations ), as Annexure A ;

2. Voting Results pursuant to Regulation 44 of the Listing Regulations as Annexure B;

Orient Electric Limited - a CK Birla Group Company CIN No.: L31100OR2016PLC025892 240, Okhla Industrial Estate, Phase III, New Delhi 110020, India Tel +91 11 40507000 Fax +91 11 40507004 Regd. Office: Unit VIII, Plot No.7, Bhoinagar, Bhubaneswar, Odisha 751012 investor@orientelectric.com www.orientelectric.com

1. Scrutinizers’ Report pursuant to Section 108 of the Companies Act, 2013 and Rule 20 (4) (xii) of the Companies (Management and Administration), Rules 2014, as Annexure C;

You are requested to take the above information and enclosed documents on your record.

Thanking you,

Yours Sincerely,

For Orient Electric Limited

Hitesh Digitally signed by Hitesh Kumar Kumar Jain Date: Jain 2021.07.30 21:18:56 +05'30' Hitesh Kumar Jain

Company Secretary

Encl.: as above

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SUMMARY OF THE PROCEEDINGS OF FIFTH ANNUAL GENERAL MEETING OF THE SHAREHOLDERS OF ORIENT ELECTRIC LIMITED HELD ON THURSDAY, JULY 29, 2021 AT 03.00 P.M. THROUGH VIDEO CONFERENCING / OTHER AUDIO-VISUAL MEANS.

The 5[th] Annual General Meeting (“ AGM ” or “ Meeting ”) of the Shareholders of Orient Electric Limited (the “ Company ”) was held on Thursday, July 29, 2021. The Meeting commenced at 03.00 P.M. (IST) and concluded at 04:15 P.M. (IST).

The Company Secretary welcomed the shareholders, directors and other panelist to the 5[th] AGM of Orient Electric Limited and informed the shareholders that the AGM is being held through Video Conference (“ VC ”) / Other Audio Visual Means (“ OAVC ”), as per the circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India and in compliance of the applicable provisions of the Companies Act, 2013 and the Rules made thereunder.

Mr. Chandra Kant Birla, Chairman of the Board, chaired the AGM and welcomed the shareholders to the 5[th] AGM of the Company. Thereafter, he requested all the colleagues on the Board and KMPs to introduce themselves.

Mr. Desh Deepak Khetrapal, Non-Executive Vice Chairman, Mr. Rakesh Khanna, Managing Director & CEO, Mr. TCA Ranganathan, Independent Director, Mrs. Alka Marezban Bharucha, Independent Director, Mr. K Pradeep Chandra - Independent Director and Mr. Saibal Sengupta, Chief Financial Officer, introduced themselves and confirmed their presence in the AGM. The Chairman also acknowledged the attendance of authorised representative of Statutory auditors, Secretarial Auditor and Scrutinizer.

After ascertaining that the quorum is present, the Chairman called the meeting to order.

Thereafter, on the advice of Chairman, the Company Secretary informed the shareholders, that Register of Directors & Key Managerial Personnel, the Register of Contracts or Arrangements in which Directors are interested and other documents were made available for inspection electronically on Kfin Technologies Private Limited’s AGM Platform (“ Kfintech ”) during the Meeting.

The Company Secretary, further informed the shareholders that in terms of the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had provided the facility, to its shareholders, to cast their vote electronically (remote e-voting) from Monday, July 26, 2021 (9:00 A.M.) to Wednesday, July 28, 2021 (5:00 P.M.) through e-voting platform provided by KFintech in respect of all the businesses mentioned in the Notice dated May 12, 2021. The shareholders attending the AGM, who had not cast their vote by remote e-voting, had been provided the facility to exercise their right of voting at the AGM through electronic means. Cut-off date for determining the name of the shareholders eligible for voting (remote e-voting and e-voting at the AGM) and also for attending the AGM was July 22, 2021. He

Orient Electric Limited - a CK Birla Group Company CIN No.: L31100OR2016PLC025892 240, Okhla Industrial Estate, Phase III, New Delhi 110020, India Tel +91 11 40507000 Fax +91 11 40507004 Regd. Office: Unit VIII, Plot No.7, Bhoinagar, Bhubaneswar, Odisha 751012 investor@orientelectric.com www.orientelectric.com

also provided instructions related to participation in the AGM and guidelines for speaker shareholders.

Thereafter, the Chairman delivered his speech. Notice of the 5[th] AGM was already circulated to the shareholders and the same was taken as read. Since there was no qualification, observation or adverse remark in the Statutory Auditor’s Report on the financials of the Company for the financial year 2020-21 and the Secretarial Auditor’s Report, the same were taken as read.

The following items of business, as per the Notice of AGM dated May 12, 2021, were transacted at the Meeting. The Chairman read out the resolutions no. 1, 2 & 3 and requested Mr. Desh Deepak Khetrapal, Vice Chairman, to chair the meeting for resolution no. 4, since Mr. Birla was interested in that agenda item and resumed as Chairman for resolution no. 5.

Ordinary Business:

1. Adoption of the Audited Financial Statements of the Company for the financial year ended March 31, 2021 along with reports of the Board of Directors and Auditors’ thereon.

2. Declaration of final dividend of Re. 1.25 (125%) per equity share of face value of Re. 1 each for the financial year ended March 31, 2021 and confirmation of the interim dividend of Re. 0.75 (75%) per equity share, already paid during the financial year 2020-21.

3. Appointment of a Director in place of Mr. Desh Deepak Khetrapal (Din: 02362633), who retires by rotation and being eligible, offers himself for re-appointment.

4. To increase remuneration of Ms. Avani Birla, President – Strategy, of the Company.

5. Payment of Remuneration to Cost Auditors for the financial year ending March 31, 2022 as specified in the Notice for the AGM.

Thereafter, Chairman announced the activation of the e-voting window for allowing the shareholders to vote during the AGM and opened the floor for question & answer session. Chairman requested the shareholders who have registered as Speaker Shareholders, to give their valuable opinions and suggestions. Chairman addressed the queries of the Speaker Shareholders as well as those received over emails and chat box.

Thereafter, Chairman informed that the e-voting will end on casting of the last vote or 15 minutes from the end of this meeting, whichever is earlier. He also informed that Mr. Atul Kumar Labh, Practicing Company Secretary, has been appointed to act as the Scrutinizer for scrutinizing the remote e-voting and the e-voting process at the AGM in a fair and transparent manner. He also informed that results will be declared within two working days from the end of this meeting based on scrutinizer’s report and the same would be published on the Company’s website and would also be uploaded on the websites of the Stock Exchanges, NSE and BSE.

The Chairman severally authorized Mr. Rakesh Khanna, Managing Directors & CEO, Mr. Saibal Sengupta, CFO, and Mr. Hitesh Kumar Jain, Company Secretary, to receive the scrutinizer report, declare the voting results and submit the same to the Stock Exchanges. Chairman announced that the resolutions, as set forth in the Notice, shall be deemed to be passed today subject to receipt of requisite number of votes.

The Chairman thanked the shareholders for their participation, views and suggestions, alongwith Bard Members, Panelist and Auditors, and thereafter announced formal closure of the AGM.

The AGM concluded with a vote of thanks to the Chair

For Orient Electric Limited

Hitesh Digitally signed by Hitesh Kumar Jain Kumar Jain Date: 2021.07.30 21:19:13 +05'30' Hitesh Kumar Jain Company Secretary Date: July 30, 2021

			ORIENT ELECTRIC LIMITED	ORIENT ELECTRIC LIMITED	ORIENT ELECTRIC LIMITED	ORIENT ELECTRIC LIMITED	ORIENT ELECTRIC LIMITED	ORIENT ELECTRIC LIMITED	ORIENT ELECTRIC LIMITED	ORIENT ELECTRIC LIMITED
Date of the AGM/EGM			29-07-2021
Total number of shareholders on record date			65825
No. of shareholders present in the meeting either in person or through proxy:
Promoters and Promoter Group:			Not Applicable
Public:			Not Applicable
No. of Shareholders attended the meeting through Video Conferencing
Promoters and Promoter Group:			14
Public:			66
Resolution No.	1
Resolution required: (Ordinary/ Special)	ORDINARY - To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended March 31, 2021 together with the Reports of Board of Directors and Auditors’ thereon.
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held (1)	No. of votes polled (2)	% of Votes Polled on outstanding shares (3)=[(2)/(1)]* 100	No. of Votes – in favour (4)	No. of Votes – against (5)	% of Votes in favour on votes polled (6)=[(4)/(2)]* 100	% of Votes against on votes polled (7)=[(5)/(2)]* 100	Votes Invalid	Votes Abstained
Promoter and Promoter Group	E-Voting	8,17,33,294	8,17,33,294	100.0000	8,17,33,294	0	100.0000	0.0000	0	0
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		8,17,33,294	6.0000	8,17,33,294	0	100.0000	0.0000	0	0
Public- Institutions	E-Voting	6,56,45,455	5,74,02,379	87.4430	5,74,02,379	0	100.0000	0.0000	0	2,75,113
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		5,74,02,379	87.443	5,74,02,379	0	100.0000	0.0000	0	275113
Public- Non Institutions	E-Voting	6,48,06,753	2,82,76,376	43.6318	2,82,75,811	565	99.9980	0.0019	0	274
	Poll		10,643	0.0164	10,643	0	100.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		2,82,87,019	43.6482	2,82,86,454	565	99.9980	0.0020	0	274
	Total	21,21,85,502	16,74,22,692	78.9039	16,74,22,127	565	99.9997	0.0003	0	275387

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Resolution No.	2	2	2	2	2	2	2	2	2	2
Resolution required: (Ordinary/ Special)	ORDINARY - To declare final dividend of Rs.1.25 (125) per equity share of face value of Re. 1 each for the financial year ended March 31, 2021 and to confirm the interim dividend of Re. 0.75 (75) per equity share, already paid during the financial year 2020-21.
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held (1)	No. of votes polled (2)	% of Votes Polled on outstanding shares (3)=[(2)/(1)]* 100	No. of Votes – in favour (4)	No. of Votes – against (5)	% of Votes in favour on votes polled (6)=[(4)/(2)]* 100	% of Votes against on votes polled (7)=[(5)/(2)]* 100	Votes Invalid	Votes Abstained
Promoter and Promoter Group	E-Voting	8,17,33,294	8,17,33,294	100.0000	8,17,33,294	0	100.0000	0.0000	0	0
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		8,17,33,294	100.0000	8,17,33,294	0	100.0000	0.0000	0	0
Public- Institutions	E-Voting	6,56,45,455	5,76,77,492	87.8621	5,76,77,492	0	100.0000	0.0000	0	0
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		5,76,77,492	87.8621	5,76,77,492	0	100.0000	0.0000	0	0
Public- Non Institutions	E-Voting	6,48,06,753	2,82,76,376	43.6318	2,82,75,460	916	99.9967	0.0032	0	274
	Poll		10,643	0.0164	10,643	0	100.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		2,82,87,019	43.6482	2,82,86,103	916	99.9968	0.0032	0	274
	Total	21,21,85,502	16,76,97,805	79.0336	16,76,96,889	916	99.9995	0.0005	0	274

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Resolution No.	3	3	3	3	3	3	3	3	3	3
Resolution required: (Ordinary/ Special)	ORDINARY - To appoint a Director in place of Mr. Desh Deepak Khetrapal (DIN 02362633), who retires by rotation and being eligible, offers himself for re- appointment.
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held (1)	No. of votes polled (2)	% of Votes Polled on outstanding shares (3)=[(2)/(1)]* 100	No. of Votes – in favour (4)	No. of Votes – against (5)	% of Votes in favour on votes polled (6)=[(4)/(2)]* 100	% of Votes against on votes polled (7)=[(5)/(2)]* 100	Votes Invalid	Votes Abstained
Promoter and Promoter Group	E-Voting	8,17,33,294	8,17,33,294	100.0000	8,17,33,294	0	100.0000	0.0000	0	0
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		8,17,33,294	100.0000	8,17,33,294	0	100.0000	0.0000	0	0
Public- Institutions	E-Voting	6,56,45,455	5,19,56,394	79.1470	4,96,28,363	23,28,031	95.5192	4.4807	0	57,21,098
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		5,19,56,394	79.147	4,96,28,363	23,28,031	95.5193	4.4807	0	5721098
Public- Non Institutions	E-Voting	6,48,06,753	2,82,76,376	43.6318	2,82,75,806	570	99.9979	0.0020	0	274
	Poll		10,643	0.0164	10,643	0	100.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		2,82,87,019	43.6482	2,82,86,449	570	99.9980	0.0020	0	274
	Total	21,21,85,502	16,19,76,707	76.3373	15,96,48,106	23,28,601	98.5624	1.4376	0	5721372

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Resolution No.	4	4	4	4	4	4	4	4	4	4
Resolution required: (Ordinary/	ORDINARY - To increase remuneration of Ms. Avani Birla, President – Strategy, of the Company.
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held (1)	No. of votes polled (2)	% of Votes Polled on outstanding shares (3)=[(2)/(1)]* 100	No. of Votes – in favour (4)	No. of Votes – against (5)	% of Votes in favour on votes polled (6)=[(4)/(2)]* 100	% of Votes against on votes polled (7)=[(5)/(2)]* 100	Votes Invalid	Votes Abstained
Promoter and Promoter Group	E-Voting	8,17,33,294	7,42,58,349	90.8545	7,42,58,349	0	100.0000	0.0000	0	74,74,945
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		7,42,58,349	90.8545	7,42,58,349	0	100.0000	0.0000	0	7474945
Public- Institutions	E-Voting	6,56,45,455	5,19,56,394	79.1470	2,34,61,733	2,84,94,661	45.1565	54.8434	0	57,21,098
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		5,19,56,394	79.147	2,34,61,733	2,84,94,661	45.1566	54.8434	0	5721098
Public- Non Institutions	E-Voting	6,48,06,753	2,82,76,336	43.6318	2,82,74,426	1,910	99.9932	0.0067	0	314
	Poll		10,643	0.0164	10,558	85	99.2013	0.7986	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		2,82,86,979	43.6482	2,82,84,984	1,995	99.9929	0.0071	0	314
		21,21,85,502	15,45,01,722	72.8145	12,60,05,066	2,84,96,656	81.5558	18.4442	0	13196357

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Resolution No.	5	5	5	5	5	5	5	5	5	5
Resolution required: (Ordinary/	ORDINARY - Payment of remuneration to Cost Auditors for the financial year ending March 31, 2022.
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held (1)	No. of votes polled (2)	% of Votes Polled on outstanding shares (3)=[(2)/(1)]* 100	No. of Votes – in favour (4)	No. of Votes – against (5)	% of Votes in favour on votes polled (6)=[(4)/(2)]* 100	% of Votes against on votes polled (7)=[(5)/(2)]* 100	Votes Invalid	Votes Abstained
Promoter and Promoter Group	E-Voting	8,17,33,294	8,17,33,294	100.0000	8,17,33,294	0	100.0000	0.0000	0	0
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		8,17,33,294	100.0000	8,17,33,294	0	100.0000	0.0000	0	0
Public- Institutions	E-Voting	6,56,45,455	5,76,77,492	87.8621	5,76,77,492	0	100.0000	0.0000	0	0
	Poll		0	0.0000	0	0	0.0000	0.0000	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		5,76,77,492	87.8621	5,76,77,492	0	100.0000	0.0000	0	0
Public- Non Institutions	E-Voting	6,48,06,753	2,82,76,376	43.6318	2,82,75,786	590	99.9979	0.0020	0	274
	Poll		10,643	0.0164	10,558	85	99.2013	0.7986	0	0
	Postal Ballot (if applicable)		0	0.0000	0	0	0.0000	0.0000	0	0
	Total		2,82,87,019	43.6482	2,82,86,344	675	99.9976	0.0024	0	274
	Total	21,21,85,502	16,76,97,805	79.0336	16,76,97,130	675	99.9996	0.0004	0	274

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A. K. LABH FCS, ACMA {ICAI), MBA, M.Com., ACSI {Lond) DIM, DHRD, PGHDSM, DIRPM Practising Company Secretary

ti)

A. K. LABH & Co. Company Secretaries

40, Weston Street, 3rd Floor, Kolkata - 700 013 ({) (033) 2221-9381, Fax: (033) 2221-9381 Mobile : 98300-55689 e-mail: aklabh@aklabh.com / aklabhcs@gmail.com Website : www.aklabh.com

CONSOLIDATED SCRUTINIZER'S REPORT

[Pursuant to Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014]

The Chairman of the 5[th ] Annual General Meeting of Orient Electric Limited Unit VIII, Plot No. 7 Bhoinagar, Bhubaneswar Odisha-751012

Dear Sir,

I, Atul Kumar Labh, Practicing Company Secretary (FCS - 4848 / CP - 3238) and proprietor of M/s. A. K. Labh & Co., Company Secretaries, Kolkata was appointed as the scrutinizer in connection with the 5[th ] Annual General Meeting ("AGM") of the members of "Orient Electric Limite[d] '' ("Company") held on Thursday, the 29[th ] day of July, 2021 at 03:00 p.m. through Video Conferencing ("VC") / Other Audio Visual Means ("OA VM") in terms of MCA Circular No. 02/2021 dated 13[th ] January, 2021 read with earlier MCA Circular Nos. 20/2020 dated 5[th ] May, 2020, 14/2020 dated 8[th ] April, 2020 and l 7 /2020 dated 13[th ] April, 2020 ( collectively referred as "MCA Circulars") for the purpose of scrutinizing the electronic voting ("e-voting") process through remote e-voting and e-voting at the AGM in a fair and transparent manner and ascertaining the requisite majority for the said voting as per the provisions of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, on the resolutions referred to in this report.

The management of the Company is responsible to ensure the compliance with the requirements of the Companies Act, 2013, MCA Circulars and the Rules relating to remote e-voting and e­ voting at the AGM on the resolutions contained in the Notice of the AGM dated the 12[th ] day of May, 2021. My responsibility as a scrutinizer for remote e-voting and e-voting at the AGM is restricted to make a Scrutinizer's Report of the votes cast "in favour" or "against" the resolutions, based on the reports generated from the e-voting system of Mis KFin Technologies Private Limited ("KFin"), the agency engaged by the Company to provide the facilities for both remote e-voting and e-voting at the AGM.

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ACCREDITED
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. . •

A.K.LABH FCS, ACMA (ICAI), MBA, M.Com., ACSI (lond) DIM, DHRD, PGHDSM, 01RPM Practising Company Secretary

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A. K. LABH & Co.

Company Secretaries

40, Weston Street, 3rd Floor, Kolkata - 700 013 ({) (033) 2221-9381, Fax: (033) 2221-9381 Mobile : 98300-55689 e-mail: aklabh@aklabh.com / aklabhcs@gmail.com Website : www.aklabh.com

I submit my report as under :

• l. The remote e-voting period remained open from 9.00 A.M. 1ST on Monday, the 26[th ] day of July, 2021 up to 5.00 P.M. 1ST on Wednesday, the 28[th ] day of July, 2021.

• The shareholders holding shares as on the "cut off' date, i.e. the 22[nd ] day of July, 2021 were entitled to vote on the proposed 5 (Five) resolutions as mentioned in the Notice of the AGM dated the 12[th ] day of May, 2021.

• The Company has also provided e-voting facility at the AGM to enable the shareholders attending the AGM through VC / OA VM to cast the votes in case the same has not been cast by them through remote e-voting.

• The votes were unblocked on Thursday, the 29[th ] day of July, 2021 around 04:30 P.M. after the completion of the AGM in the presence of two witnesses, namely, Mr. Narayan Chandra Saha, residing at 40, Weston Street, 3rd Floor, Kolkata - 700013 and Mrs. -

Anushree Dasgupta, residing at 28/N, Dwijen Mukherjee Road, Behala, Kolkata 700060, who are not in employment of the Company.

1. The e-voting data/results downloaded from the e-voting system of KFin were scrutinized and reviewed; the votes were counted, and the results were prepared.

2. The combined result of the remote e-voting and e-voting at the AGM [EVEN: 5960] are as under:

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ACCREDITED
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. . •

A. K. LABH FCS, ACMA {ICAI), MBA, M.Com., ACSI {Lond) DIM, DHRD, PGHDSM, 01RPM Practising Company Secretary

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A. K. LABH & Co.

Company Secretaries

40, Weston Street, 3rd Floor, Kolkata - 700 013 ({) (033) 2221-9381, Fax: (033) 2221-9381 Mobile : 98300-55689 e-mail: aklabh@aklabh.com / aklabhcs@gmail.com Website : www.aklabh.com

<;.4> ORDINARY BUSINESS:

a) Resolution 1

To receive1 consider and adopt the Audited Financial Statements of the Company for the financial year ended March 31 1 2021 together with the Reports of Board thereon of Directors and Auditors[1 ]

(i) Voted in favour of the Resolution:

Mode of voting Remote e-voting E-voting at AGM Total	Mode of voting Remote e-voting E-voting at AGM Total	Number of Members voted 299 5 304	Number of votes cast by them 167411484 10643 167422127	% of total number of valid votes cast 99.9997%

(ii) Voted against the Resolution:

Mode of voting Number of Members voted Remote e-voting 3 E-voting at AGM 0 Total 3	Number of votes cast by them 565 0 565	% of total number of valid votes cast 0.0003%

(iii) Invalid Votes:

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Total number of Total number of
members whose votes votes cast by them
were declared invalid
0 0
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ACCREDITED
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A. K. LABH FCS, ACMA (ICAI), MBA, M.Com., ACSI (Lond) DIM, DHRD, PGHDSM, 01RPM Practis ng Company Secretary

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A. K. LABH & Co.

Company Secretaries

40, Weston Street, 3rd Floor, Kolkata - 700 013 ({) (033) 2221-9381, Fax: (033) 2221-9381 Mobile : 98300-55689 e-mail: aklabh@aklabh.com / aklabhcs@gmail.com Website : www.aklabh.com

b) Resolution 2

To declare final dividend of Rs. 1.25 (125%) per equity share of face value of Re. l each for the financial year ended March 31, 2021 and to confirm the interim dividend of Re. 0.75 (75%) per equity share, already paid during the financial year 2020-21

(i) Voted in favour of the Resolution:

(i) Voted in favour of the	Resolution:
Mode of voting	Number of Members voted	Number of votes cast by them	% of total number of valid votes cast
Remote e-voting	300	167686246	99.9995%
E-voting at AGM	5	10643
Total	305	167696889

(ii) Voted against the Resolution:

Mode of voting	Number of Members voted		Number of votes cast by them 916 0		% of total number of valid votes cast
Remote e-voting	3				0.0005%
E-voting at AGM Total	0 3
			916

(iii) Invalid Votes:

(iii)Invalid Votes:
Total number of members whose votes were declared invalid	Total number of votes cast by them
0	0

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ACCREDITED

A. K. LABH FCS, ACMA {ICAI), MBA, M.Com., ACSI {Lond) DIM, DHRD, PGHDSM, 01RPM Practising Company Secretary

ti)

A. K. LABH & Co.

Company Secretaries

40, Weston Street, 3rd Floor, Kolkata - 700 013 ({) (033) 2221-9381, Fax: (033) 2221-9381 Mobile : 98300-55689 e-mail: aklabh@aklabh.com / aklabhcs@gmail.com Website : www.aklabh.com

c) Resolutio[n 3]

To appoint a Director in place of Mr. Desh Deepak Khetrapal (DIN: 02362633), who retires by rotation and being eligible, offers himself for re-appointment

(i) Voted in favour of the Resolution:

Mode of voting Number of Members voted Remote e-voting 277 E-voting at AGM 5 Total 282	Number of votes %of total cast by them number of valid votes cast 159637463 10643 159648106 98.5624%

(i ) Voted against the Resolution:

oted against the Resolution:
Mode of voting Number of Members voted Remote e-voting 20 E-voting at AGM 0 Total 20	Number of votes cast by them 2328601 0 2328601		%of total number of valid votes cast
		1 0 1	1.4376%

(iii) Invalid Votes:

Total number of members whose votes were declared invalid 0	Total number of votes cast by them 0

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ACCREDITED
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. . •

A. K. LABH FCS, ACMA (ICAI), MBA, M.Com., ACSI (Lond) DIM, DHRD, PGHDSM, DIRPM Practising Company Secretary

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A. K. LABH & Co.

Company Secretaries

40, Weston Street, 3rd Floor, Kolkata • 700 013 ({) (033) 2221-9381, Fax: (033) 2221-9381 Mobile : 98300-55689 e-mail: aklabh@aklabh.com / aklabhcs@gmail.com Website : www.aklabh.com

SPECIAL BUSINESS:

d) Resolution 4 : Ordinary Resolution

To increase remuneration of Ms. Avani Bir/a, President-Strategy, of the Company

(i) Voted in favour of the Resolution:

Mode of voting Remote e-voting E-voting at AGM Total	Mode of voting Remote e-voting E-voting at AGM Total	Number of Members voted 205 4 209	Number of votes cast by them 125994508 10558 126005066	.% of total number of valid votes cast 81.5558%

(ii) Voted against the Resolution:

Mode of voting Remote e-voting E-voting at AGM Total	Mode of voting Remote e-voting E-voting at AGM Total	Number of Members voted 85 1 86	Number of votes cast by them 28496571 85 28496656	.% of total number of valid votes cast 18.4442%

(iii) Invalid Votes:

Total number of members whose votes were declared invalid 0	Total number of votes cast by them 0

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ACCREDITED
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A. K. LABH FCS, ACMA (ICAI), MBA, M.Com., ACSI (Lond) DIM, DHRD, PGHDSM, 01RPM Practising Company Secretary

e)

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A. K. LABH & Co.

Company Secretaries

40, Weston Street, 3rd Floor, Kolkata - 700 013 ({) (033) 2221-9381, Fax : (033) 2221-9381 Mobile : 98300-55689 e-mail: aklabh@aklabh.com / aklabhcs@[g] mail.com Website : www.aklabh.com

Resolution 5 : Ordinary Resoluton

Payment of remuneration to Cost Auditors for the financial year ending March 31, 2022

(i) Voted in favour of the Resolution:

(i) Voted in favour of the Resolution:
Mode o voting Number of Members voted	Number of votes cast by them	% of total number o valid votes cast
Remote e-voting 299	167686572
E-voting at AGM 4	10558
Total 303	167697130	99.9996%

(ii) Voted against the Resolution:

Mode o voting Remote e-voting	Number of Members voted 4	Number of votes cast by them 590		% of total number o valid votes cast
				0.0004%
E-voting at AGM Total	1 5	85 675

(iii) Invalid Votes:

Total number of members whose votes were declared invalid	Total number of votes cast by them
0	0

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ACCREDITED
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A. K. LABH FCS, ACMA (ICAI), MBA, M.Com., ACSI (Lond) DIM, DHRD, PGHDSM, DIRPM Practising Company Secretary

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A. K. LABH & Co.

Company Secretaries

40, Weston Street, 3rd Floor, Kolkata - 700 013 ({) (033) 2221-9381, Fax: (033) 2221-9381 Mobile : 98300-55689 e-mail: aklabh@aklabh.com / aklabhcs@gmail.com Website : www.aklabh.com

1. All the resolutions proposed hereinabove have been passed with requisite majority.

2. The electronic data and e-voting registers shall remain in my safe custody until the Chairman of the meeting considers, approves and signs the minutes in this regard and thereafter it will be handed over to the Company Secretary as authorised by the Board of Directors for safe keeping.

Thanking You,

Yours truly For A. K. LABH & Co.

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(CS A. K. LABH) Practicing Company Secretary FCS : 4848 / CP No. : 3238 UIN : S1999WB026800 PRCN : 1038/2020 UDIN: F004848C000714128

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Place: Kolkata Dated: 30.07.2021

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a -
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ACCREDITED
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A.K.LABH FCS, ACMA (ICAI), MBA, M.Com., ACSI (Lond) DIM, DHRD, PGHDSM, DIRPM Practising Company Secretary

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A. K. LABH & Co.

Company Secretaries

40, Weston Street, 3rd Floor, Kolkata - 700 013 ({) (033) 2221-9381, Fax: (033) 2221-9381 Mobile : 98300-55689 e-mail: aklabh@aklabh.com / aklabhcs@gmail.com Website : www.aklabh.com

Witness:

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(Narayan Chandra Saha) 40, Weston Street, 3[rd ] Floor Kolkata - 700013

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(Anushree Dasgupta) 28/N, Dwijen Mukherjee Road, Behala Kolkata - 700060

Received the Report of the Scrutinizer For Orient Electric Limited

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(Hitesh Kumar Jain) Company Secretary Memb. No. F6241

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• ACCREDITED