PTL Enterprises Ltd — AGM Information 2023

Aug 3, 2023

August 03, 2023

	The SecretaryNational Stock Exchange of IndiaLtdExchange Plaza,Bandra-Kurla Complex,Bandra (E),Mumbai – 400051Trading Symbol:PTL	The SecretaryBombay Stock Exchange LtdPhiroze Jeejeebhoy Towers,Dalal Street,Mumbai – 400001Scrip Code:509220

Dear Sir/ Madam ,

Sub: Proceedings of 62[nd] Annual General Meeting

Pursuant to Regulation 30 read with Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform that 62[nd] Annual General Meeting (AGM) was held on August 03, 2023, at 3:00 PM, IST through Video Conferencing (VC). The proceedings of the meeting commenced at 3:00 PM, IST. The Meeting was held in compliance with the Ministry of Corporate Affairs (MCA), vide its Circular Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 05, 2020, 2/2022 dated May 05, 2022, the latest being 10/2022 dated December 28, 2022 (MCA Circulars) and Securities and Exchange Board of India (SEBI) vide its Circular No. SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated January 05, 2023, and other applicable circulars issued in this regard.

Mr. Onkar Kanwar, chaired the meeting and as the requisite quorum being present, called the meeting to order. The Registers as required under the Companies Act, 2013 were available for inspection. Since there was no physical attendance of Members and in compliance with the Circulars issued by MCA and SEBI, the requirement of appointing proxies was not applicable, except for the

authorized representatives of corporate shareholders. The Chairman of the meeting introduced the Board of Directors, Company Secretary, CFO of the Company and the representatives of the Statutory Auditors and Secretarial Auditors and Scrutinizer attended the meeting through VC.

The Chairman addressed the Members attending through VC and delivered his speech. The Chairman informed the Members that Notice along with the Board’s Report and Auditors’ Report have already been sent to the Members and were taken as read.

With the consent of the Members, the Notice of the Meeting was taken as read. The Members were informed that the Statutory Auditors’ Report and Secretarial Audit Report did not have any qualifications.

The Chairman explained the objectives and implications of each item of the Notice, except for Item No. 3 in which he was interested, Mr. U S Anand Independent Director, explained the objectives and implications of Item No.3. The Chairman also informed the Members that all item Nos. 1 to 5 of the Notice have been voted by the Members through remote e-voting from July 31, 2023 to August 02, 2023. The Members present at the meeting, who had not done remote e-voting, were allowed to cast their votes using e-voting platform of NSDL.

Members who had registered themselves as speakers were invited to express their views. Chairman of the Company responded to the various queries raised by the Members.

The following items of Business as set out in the Notice convening the 62[nd] AGM were considered and voted by the Members:

ORDINARY BUSINESS

1. Adoption of the audited financial statements of the Company for the year ended March 31, 2023 and reports of the Board of Directors and of the Auditors thereon; and

2. Declaration of final Dividend at the rate of Rs. 1.75 (One Rupees and Seventy Five Paisa only), per equity share of Re.1/-(One rupee only) for the Financial Year 2022-23 to be paid to the Members holding shares as on the record Date i.e. July 14, 2023. (Ordinary Resolution).

3. Appointment of Mr. Neeraj Singh Kanwar (DIN- 00058951), who retires by rotation and being eligible, offers himself for re-appointment as a Director.

SPECIAL BUSINESS

1. Re-Appointment of Mr. Sunil Tandon (DIN- 08342585) as an Independent Director for second term.

2. Re-Appointment of Mr. Tapan Mitra (DIN- 08445248) as an Independent Director for second term.

The Board of Directors had appointed Mr. Manoj Sharma partner of M/s RSMV & Co., Practicing Company Secretaries as the Scrutinizer to supervise the e-voting process. The Chairman of the meeting authorized the Company Secretary to declare the results of voting within the stipulated time.

You are requested to kindly take the same on record.

Thanking you Yours Faithfully,

For PTL Enterprises Ltd

Digitally signed PRADEEP by PRADEEP KUMAR KUMAR Date: 2023.08.03 18:39:39 +05'30'

(Pradeep Kumar)

Company Secretary & Compliance Officer