Polycab India Limited — AGM Information 2021

Jul 21, 2021

POLYCAB INDIA LIMITED

Polycab House, 771 Mogul Lane, Mahim (W), Mumbai – 400016 CIN: L31300GJ1996PLC114183 Tel : +91 22 2432 7070-74 Fax : +91 22 2432 7075 Email: shares@polycab.com Website: www.polycab.com

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Date: 21[st] July 2021

To To Department of Corporate Services, Listing Department, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Dalal Street, C-1, G-Block, Bandra-Kurla Complex Mumbai – 400 001 Bandra (E), Mumbai – 400 051

Scrip Code: 542652 Scrip Symbol: Polycab ISIN:- INE455K01017

Dear Sir / Madam

SUB: Proceedings of 25[th] Annual General Meeting (AGM)

9.00 a.m. through Video Conference (VC) to transact the businesses as stated in the notice dated 13[th] May 2021, convening the AGM.

In this regard, please find enclosed the summary of the proceedings of the AGM of the Company as required under Regulation 30 and Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The voting results of the 25[th] Annual General Meeting of the Company along with the Scrutinizer's Report will be shared shortly.

The 25[th] Annual General Meeting of the Company was concluded at 9.45 a.m.

We request you to take the above information on your record.

Thanking you

Yours Faithfully

For Polycab India Limited

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Manita Carmen A. Gonsalves Company Secretary and Compliance Officer Membership No.: A18321

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Registered Office:

Unit No.4, Plot No.105, Halol Vadodara Road, Village Nurpura, Taluka Halol, Panchmahal, Gujarat-389350 Tel : 2676- 227600 / 227700

POLYCAB INDIA LIMITED

Polycab House, 771 Mogul Lane, Mahim (W), Mumbai – 400016 CIN: L31300GJ1996PLC114183 Tel : +91 22 2432 7070-74 Fax : +91 22 2432 7075 Email: shares@polycab.com Website: www.polycab.com

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SUMMARY OF THE PROCEEDINGS OF 25[TH ] ANNUAL GENERAL MEETING

The 25[th] Annual General Meeting of the Members of the Company was held on 21[st] July 2021 at 9.00 a.m. through Video Conference (VC).

As per Section 103 of the Companies Act, 2013, the requisite quorum for convening the Annual General Meeting was present at the meeting.

Ms. Manita Carmen A. Gonsalves, Company Secretary and Compliance Officer welcomed the shareholders, Independent Directors who had joined the meeting through Video Conferencing and Directors & CFO who were present on the dais.

The Company informed that in view of the restrictions due to outbreak of COVID -19 and considering the social distancing norms, the AGM was conducted through VC / OAVM. This meeting has been convened and being conducted in accordance with the circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India (SEBI). The Company Secretary informed that the Company had tied up with National Securities Depositories Limited (NSDL) to provide facility for voting through remote e-voting, e-voting during the AGM and participation in the AGM through VC facility and requested Mr. Inder T. Jaisinghani (Chairman) of the Company to commence the formal proceedings of the Annual General Meeting.

Mr. Inder T. Jaisinghani, Chairman and Managing Director of the Company welcomed all the Shareholders and introduced the Directors, Statutory Auditors and Secretarial Auditor present at the Annual General Meeting.

The Chairman delivered his speech and thereafter requested Mr. Gandharv Tongia, Chief Financial Officer of the Company to provide an overview of the financial performance of the Company for the FY 2020-21.

Mr. Gandharv Tongia, Chief Financial Officer gave the presentation on the performance of the Company and thereafter handed over the proceedings to the Company Secretary.

The Company Secretary informed the Shareholders that the Report of Board of Directors, the Accounts for the financial year ended 31st March 2021 and the Notice convening the 25[th] AGM were taken as read as the same had already been circulated to the Members. As there were no qualifications in the Audit Report, it was not required to be read.

The Company Secretary informed the Members that pursuant to the provisions of the Companies Act, 2013, the Rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had extended the remote e-voting

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Registered Office: Unit No.4, Plot No.105, Halol Vadodara Road, Village Nurpura, Taluka Halol, Panchmahal, Gujarat-389350 Tel : 2676- 227600 / 227700

POLYCAB INDIA LIMITED

Polycab House, 771 Mogul Lane, Mahim (W), Mumbai – 400016 CIN: L31300GJ1996PLC114183 Tel : +91 22 2432 7070-74 Fax : +91 22 2432 7075 Email: shares@polycab.com Website: www.polycab.com

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facility to the Members of the Company in respect of the resolutions to be passed at the Meeting. The remote e-voting commenced at 9.00 a.m. on Sunday, 18[th] July 2021 and ended at 5.00 p.m. on Tuesday, 20[th] July 2021. The Company Secretary informed the Members that the facility for voting through e-voting system was made available during the Meeting for Members who had not cast their vote prior to the Meeting.

The Company had appointed M/s. Dilip Bharadiya & Associates, Practicing Company Secretaries, as the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner.

The following items of business as set out in the notice convening 25th AGM were placed for members' consideration and approval:

Sr. No.	Particulars	Nature of Resolution
1	Adoption of Audited Standalone Financial Statements.	Ordinary
2	Adoption of Audited Consolidated Financial Statements.	Ordinary
3	Declaration of dividend.	Ordinary
4	Appointment of Mr. Rakesh Talati (DIN:08591299) as Director liable to retire by rotation	Ordinary
5	Appointment of Mr. Rakesh Talati (DIN:08591299) as Whole-time Director of the Company	Ordinary
6	Appointment of Mr. Bharat A. Jaisinghani (DIN: 00742995) as a Director liable to retire by rotation.	Ordinary
7	Appointment of Mr. Bharat A. Jaisinghani (DIN: 00742995) as Whole-time Director of the Company	Ordinary
8	Appointment of Mr. Nikhil R. Jaisinghani (DIN: 00742771) as a Director liable to retire by rotation	Ordinary
9	Appointment of Mr. Nikhil R. Jaisinghani (DIN: 00742771) as Whole- time Director of the Company	Ordinary
10	Appointment of Mrs. Sutapa Banerjee (DIN:02844650) as an Independent Director of the Company	Ordinary
11	Ratification of remuneration payable to the Cost auditors for the financial year 2021-2022.	Ordinary
12	Amendment(s) under Clause 7.3 of Polycab Employee Stock Option Performance Scheme 2018 (‘Performance Scheme’)	Special
13	Revision in remuneration of Mr. Kunal I. Jaisinghani, Senior Management Personnel of the Company.	Ordinary

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Registered Office: Unit No.4, Plot No.105, Halol Vadodara Road, Village Nurpura, Taluka Halol, Panchmahal, Gujarat-389350 Tel : 2676- 227600 / 227700

POLYCAB INDIA LIMITED

Polycab House, 771 Mogul Lane, Mahim (W), Mumbai – 400016 CIN: L31300GJ1996PLC114183 Tel : +91 22 2432 7070-74 Fax : +91 22 2432 7075 Email: shares@polycab.com Website: www.polycab.com

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The Members who had registered themselves as speakers, addressed the meeting through VC and sought clarifications on the Company’s accounts and businesses. The Chief Financial Officer responded to the queries of the Members and provided clarifications.

The members were informed that the vote cast by the members through remote e-voting and e- voting provided at the AGM venue on all the resolutions, shall be disseminated to the Stock Exchange(s) on or before 23[rd] July 2021, after receipt of Scrutinizer Report and will also be uploaded on the website of the Company (www.polycab.com) and website of NSDL.

The meeting concluded at 9.45 a.m. with the Chairman presenting vote of thanks to everyone present at the meeting.

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Registered Office:

Unit No.4, Plot No.105, Halol Vadodara Road, Village Nurpura, Taluka Halol, Panchmahal, Gujarat-389350 Tel : 2676- 227600 / 227700