P.B.M. Polytex Ltd. — AGM Information 2023

Sep 25, 2023

PBM POLYTEX LTD. CIN :L17110GJ1919PLC000495 REGD. OFFICE: OPP. STATION, POST PETLAD – 388450, DIST: ANAND, GUJARAT, PHONE: 224001, 224003, STORES: 224005, SALES: 224006, FAX (02697) 224009, E-Mail: pbmmills@patodiagroup.com

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THROUGH BSE.LISTING CENTRE

25.09.2023

To, The General Manager M/s BSE Limited, Department of Corporate Services, Floor 25, P. J. Towers, Dalal Street, Mumbai – 400001

– Company Code: BSE Limited, Listing Code 514087

Sir / Madam,

SUB: PURSUANT TO REGULATION 30 OF SEBI (LODR) REGULATIONS, - 2015 PROCEEDINGS OF THE 104[TH] ANNUAL GENERAL MEETING OF THE COMPANY HELD ON 25[TH] SEPTEMBER, 2023.

Pursuant to provisions of Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), we hereby submit the Proceedings of the 104[th] Annual General Meeting (‘AGM') of the Company held on Monday, September 25, 2023 at 11:00 a.m. through Video Conferencing (‘VC’) / Other Audio Visual Means (‘OAVM’) ), in compliance with the MCA Circular No. 20/2020 dated 5[th] May, 2020 read with Circular Nos. 14/2020 dated 8[th] April, 2020, 17/2020 dated 13th April, 2020 and 02/2021 dated 13[th] January, 2021, 05th May, 2022 and 28th December, 2022 and SEBI Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May, 2020, Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated 15[th] January, 2021, Circular No. SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated 13[th] May, 2022 and Circular No. dated SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated 5th January, 2023.

The Company had provided the facility of voting through electronic means on all the resolutions contained in the notice convening the AGM, through the e-voting services provided by National Securities Depository Limited (‘NSDL’). The remote e-voting facilities were open from September 22, 2023 9:00 AM IST up to September 24, 2023 5:00 PM IST. Further, the Company had provided the e-

BARODA OFFICE: 8[TH] FLOOR, “RAMAKRISHNA CHAMBERS”, PRODUCTIVITY ROAD, ALKAPURI, BARODA – 390 007. TELEPHONE NO. : 2333587, 2320053, FAX NO. (0265) 2338979 E-Mail: pbm@patodiagroup.com, Website: www.pbmpolytex.com

PBM POLYTEX LTD. CIN :L17110GJ1919PLC000495 REGD. OFFICE: OPP. STATION, POST PETLAD – 388450, DIST: ANAND, GUJARAT, PHONE: 224001, 224003, STORES: 224005, SALES: 224006, FAX (02697) 224009, E-Mail: pbmmills@patodiagroup.com

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voting facility to vote at the AGM and additional 15 (Fifteen) minutes after the conclusion of the AGM.

Details of voting results as required under Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 will be submitted separately.

You are requested to kindly take the same on record.

Thanking you, Yours faithfully, For PBM Polytex Limited

GOPAL Digitally signed by GOPAL PATODI PATODIA Date: 2023.09.25 A 16:11:31 +05'30' Gopal Patodia Managing Director (DIN: 00014247)

BARODA OFFICE: 8[TH] FLOOR, “RAMAKRISHNA CHAMBERS”, PRODUCTIVITY ROAD, ALKAPURI, BARODA – 390 007. TELEPHONE NO. : 2333587, 2320053, FAX NO. (0265) 2338979 E-Mail: pbm@patodiagroup.com, Website: www.pbmpolytex.com

PBM POLYTEX LTD. CIN :L17110GJ1919PLC000495 REGD. OFFICE: OPP. STATION, POST PETLAD – 388450, DIST: ANAND, GUJARAT, PHONE: 224001, 224003, STORES: 224005, SALES: 224006, FAX (02697) 224009, E-Mail: pbmmills@patodiagroup.com

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Proceedings of 104[th] Annual General Meeting of the Company held on 25[th] September, 2023.

The 104[th] Annual General Meeting (“the meeting”) of the members of PBM Polytex Limited was held on Monday, the 25[th] September, 2023 at 11:00 A. M. through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”).

- Directors present through Video Conference:

Shri Mohan Kumar Patodia Managing Director & C.F.O Shri Gopal Patodia Managing Director Shri Ashok Pandit Independent Director Shri Rakesh Todi Independent Director Shri Chirayush Patel Independent Director

- In Attendance:

Shri Mohan Kumar Patodia Chief Financial Officer Shri Amit Patodia Chief Executive Officer cum Senior President Ms. Swati Sharda Company Secretary Shri Sushil Samdani Secretarial Auditor & Scrutinizers for e-voting (Samdani Shah & Kabra) Shri Chirag Shah Statutory Auditor cum Tax Auditor (M/s. Mahendra N. Shah & Co.) Shri Vikash Patodia Senior President Shri S M Kotadia Vice President (Finance)

The Chairman, Shri Krishan Kumar Patodia, had sought leave of absence and therefore, on the proposal of shareholders, the Managing Director, Shri Gopal Patodia, occupied the Chair. The Chairman of Audit Committee and Stakeholders Relationship Committee, Shri Ashok Pandit, was also present.

The Company has 4907 shareholders holding 68,79,020 shares as on 18.09.2023 (Cut-off date for the purpose of entitlement of E-Voting facility). There being 38 members present in person, though VC, including representatives, if any, the quorum was in order. The Chairman informed that the Participation of Members through VC is being reckoned for the purpose of Quorum as per the Circulars issued by the Ministry of Corporate Affairs (MCA) and Section 103 of the Companies Act, 2013 (the Act).

BARODA OFFICE: 8[TH] FLOOR, “RAMAKRISHNA CHAMBERS”, PRODUCTIVITY ROAD, ALKAPURI, BARODA – 390 007. TELEPHONE NO. : 2333587, 2320053, FAX NO. (0265) 2338979 E-Mail: pbm@patodiagroup.com, Website: www.pbmpolytex.com

PBM POLYTEX LTD. CIN :L17110GJ1919PLC000495 REGD. OFFICE: OPP. STATION, POST PETLAD – 388450, DIST: ANAND, GUJARAT, PHONE: 224001, 224003, STORES: 224005, SALES: 224006, FAX (02697) 224009, E-Mail: pbmmills@patodiagroup.com

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The Managing Director, Shri Gopal Patodia addressed the shareholders on Financial Performance of the Company, current economic situations and problems of Cotton Spinning Units and its impacts.

The Chairman thereafter informed that the copies of audited financial statements for the year ended March 31, 2023, Directors’ Report and Auditors’ reports had been emailed, to all the Members whose email ID are registered in the Company’s Records and that the original documents along with the Statutory Registers and Secretarial Auditors’ Report were available for inspection through electronic mode. The Chairman further informed the shareholders that e-voting facility had been provided to all Members to vote electronically, from 22[nd] September, 2023 at 9:00 a.m. (IST) to 24[th] September, 2023 at 5:00 p.m.(IST), on all the resolutions set forth in the Notice of AGM and that there would be no voting by show of hands at the meeting. Members who were present at the AGM and had not casted their vote electronically prior to the date of AGM, were provided an opportunity to cast their votes electronically during the AGM. Members who have casted their vote by remote e-voting prior to the AGM, were entitled to attend the AGM but were not entitled to cast their vote again.

He further informed that M/s. Samdani Shah & Kabra, Practicing Company Secretaries, Vadodara were appointed as scrutinizer for the purpose of scrutinizing the remote e-voting process.

Thereafter, it was informed to the Members that there were no qualifications, observations or comments on financial transactions or matters or in the Secretarial Audit Report, which had any adverse effect on the functioning of the Company. Accordingly, no part of Auditor’s Reports including Secretarial Auditor’s Report were required to be read at the Meeting.

Thereafter, the Chairman informed the Members that the Notice convening 104[th] AGM was already circulated to all the Members and the same can be taken as read with the permission of the members.

Thereafter, Shri Gopal Patodia, Chairman, invited the members to raise their queries, if any / on the financial results or any agenda item.

Thereafter, the following resolutions were put to vote electronically as ordinary resolution/special resolution.

BARODA OFFICE: 8[TH] FLOOR, “RAMAKRISHNA CHAMBERS”, PRODUCTIVITY ROAD, ALKAPURI, BARODA – 390 007. TELEPHONE NO. : 2333587, 2320053, FAX NO. (0265) 2338979 E-Mail: pbm@patodiagroup.com, Website: www.pbmpolytex.com

PBM POLYTEX LTD. CIN :L17110GJ1919PLC000495 REGD. OFFICE: OPP. STATION, POST PETLAD – 388450, DIST: ANAND, GUJARAT, PHONE: 224001, 224003, STORES: 224005, SALES: 224006, FAX (02697) 224009, E-Mail: pbmmills@patodiagroup.com

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- Ordinary Resolution:

1. To receive, consider and adopt the Financial Statements including Audited Balance Sheets as at 31st March 2023, Statements of Profit and Loss (along with Audited Consolidated Financial Statements) and Cash Flow Statements for the year ended on that date together with the Directors’ Report and Auditors’ Reports thereon.

2. To appoint a Director in place of Shri Krishan Kumar Patodia (DIN: 00027335) as director who retires by rotation and being eligible, offers himself for re-appointment.

3. To appoint a Director in place of Shri Gopal Patodia (DIN: 00014247) as director who retires by rotation and being eligible, offers himself for reappointment.

4. To ratify the remuneration payable to the Cost Auditor for the financial year 2023-24.

- Special Resolution:

1. To Consider Re-appointment of Shri Mohan Kumar Patodia (DIN: 00035381) as Managing Director of the Company for a period of 3 years from 1st April 2024.

2. To Consider Re-appointment of Shri Gopal Patodia (DIN: 00014247) as Managing Director of the Company for a period of 3 years from 1st April 2024.

3. To reappoint Shri Rakesh Todi (DIN: 08476512) as an Independent Director of the Company for the second term of 5 consecutive years:

- ORDINARY BUSINESS:

1. To receive, consider and adopt the Financial Statements including Audited Balance Sheets as at 31st March 2023, Statements of Profit and Loss (along with Audited Consolidated Financial Statements) and Cash Flow Statements for the year ended on that date together with the Directors’ Report and Auditors’ Reports thereon.

BARODA OFFICE: 8[TH] FLOOR, “RAMAKRISHNA CHAMBERS”, PRODUCTIVITY ROAD, ALKAPURI, BARODA – 390 007. TELEPHONE NO. : 2333587, 2320053, FAX NO. (0265) 2338979 E-Mail: pbm@patodiagroup.com, Website: www.pbmpolytex.com

PBM POLYTEX LTD. CIN :L17110GJ1919PLC000495 REGD. OFFICE: OPP. STATION, POST PETLAD – 388450, DIST: ANAND, GUJARAT, PHONE: 224001, 224003, STORES: 224005, SALES: 224006, FAX (02697) 224009, E-Mail: pbmmills@patodiagroup.com

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1. To appoint a Director in place of Shri Krishan Kumar Patodia (DIN: 00027335) as director who retires by rotation and being eligible, offers himself for re-appointment.

2. To appoint a Director in place of Shri Gopal Patodia (DIN: 00014247) as director who retires by rotation and being eligible, offers himself for reappointment.

- SPECIAL BUSINESS:

1. To ratify the remuneration payable to the Cost Auditor for the financial year 2023-24.

2. To Consider Re-appointment of Shri Mohan Kumar Patodia (DIN: 00035381) as Managing Director of the Company for a period of 3 years from 1st April 2024.

3. To Consider Re-appointment of Shri Gopal Patodia (DIN: 00014247) as Managing Director of the Company for a period of 3 years from 1st April 2024.

4. To reappoint Shri Rakesh Todi (DIN: 08476512) as an Independent Director of the Company for the second term of 5 consecutive years.

The Chairman thanked all for attending the Meeting and the meeting was thereafter concluded at 11:13 A.M. on the same day.

The e-voting facility was kept open for the next 15 minutes after completion of the meeting to enable the members to cast their vote.

Kindly acknowledge.

Thanking you, Yours faithfully, For PBM Polytex Limited

GOPAL Digitally signed by GOPAL PATODI PATODIA Date: 2023.09.25 A 16:12:02 +05'30' (Gopal Patodia) Managing Director (DIN: 00014247)

BARODA OFFICE: 8[TH] FLOOR, “RAMAKRISHNA CHAMBERS”, PRODUCTIVITY ROAD, ALKAPURI, BARODA – 390 007. TELEPHONE NO. : 2333587, 2320053, FAX NO. (0265) 2338979 E-Mail: pbm@patodiagroup.com, Website: www.pbmpolytex.com