Remsons Industries Ltd. — AGM Information 2020

Sep 30, 2020

REMSONS

Industries limited

P.O.Bag No.7685 Mumbai- 400067 Tel. : 26122368 / 26113883 / 26114452 Web : www .remsons.com CIN : L51900MH1971PLC015141

30[th] September, 2020

To, The Manager – CRD The Manager – Listing BSE Limited National Stock Exchange of India Ltd Phiroze Jeejeebhoy Towers, Exchange Plaza, 5[th] Floor, ‘G’ Block Dalal Street, Bandra Kurla Complex Mumbai – 400 001 Bandra (East), Mumbai – 400 051 Scrip Code: 530919 SYMBOL: REMSONSIND

Dear Sir,

Sub.: Proceedings of 48[th] Annual General Meeting (AGM) held on Wednesday, the 30[th] day of September, 2020.

Pursuant to the provisions of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the proceedings of the 48[th] Annual General Meeting (AGM) of the Members of the Company held on Wednesday, the 30[th] day of September, 2020 at 11.30 a.m. conducted through Video Conferencing (VC)/ Other Audio Visual Means (OAVM) and concluded at 12.03 p.m.

You are requested to kindly take the same on record.

Thanking you

Yours faithfully

For Remsons Industries Limited

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Rohit Darji Company Secretary &Compliance Officer Membership No: A37077

Encl.: As above

PROCEEDINGS OF THE 48[TH ] ANNUAL GENERAL MEETING OF THE COMPANY HELD ON WEDNESDAY, 30[th] SEPTEMBER, 2020

In view of continuing COVID-19 pandemic situation, the 48[th] Annual General Meeting (AGM) of the Members of the Company was held on Wednesday, 30[th] September, 2020 at 11:30 a.m. (IST) through Video Conferencing (“VC”)/Other Audio Visual Means (“OAVM”) without physical presence of the Members at a common venue, in compliance with the guidelines issued by the Ministry of Corporate Affairs (“MCA”) vide General Circular No. 20/2020 dated 5[th] May, 2020 read with 14/2020 dated 8[th] April, 2020, 17/2020 dated 13[th] April, 2020 and SEBI vide Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12[th] May 2020. The following persons were present:

The meeting commenced at 11.30 a.m.

Directors Present:

1. Mr. Krishna Kejriwal- Chairman & Managing Director

2. Mrs. Chand Kejriwal, Whole-Time Director

3. Mr. Rahul Kejriwal, Whole-Time Director

4. Mr. Anil Kumar Agrawal, Director Finance & Chief Financial Officer

5. Mr. Sudhir Khanna, Independent Director

6. Mrs. Visalakshi Sridhar, Independent Director and Chairman of Audit Committee

Other Representatives:

• 1) Mr. Amit Srivasavata, Chief Executive Officer;

• 2) Mr. Rohit Darji, Company Secretary & Compliance Officer;

• 3) Mr. Vijay Kumar Jain, representative of M/s. M L Bhuwania and Co LLP, Chartered Accountants, Statutory Auditors of the Company;

• 4) Mr. Manish Baldeva, of M/s. M Baldeva Associates, Practicing Company Secretaries, Secretarial Auditors of the Company and Scrutinizer for the meeting.

Quorum of the Meeting:

Total 25 members, attended AGM through Video Conferencing (VC) / Other Audit Visual Means (OAVM).

Brief Proceedings:

Mr. Krishna Kejriwal, Chairman and Managing Director of Company chaired the meeting.

As the requisite quorum was present, the Chairman called the meeting to order. He Welcomed the Board Members, Key Managerial Personnel, Auditors and Members participating in the meeting,

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Regd. Office: 401, 4[th ] Floor, Gladdiola, Hanuman Road, Vile Parle (East), Mumbai. 400 057

He informed the members present that:

• The Notice convening the 48[th] AGM and the Annual Report containing the Audited Financial Statements of the Company for the financial year ended 31[st] March, 2020 along with Board of Directors' Report and Auditors' Report thereon along with relevant annexures have been circulated to the members of the Company through email within the statutory time period;

• This meeting is being held through video conference in accordance with the circulars issued by the MCA and the SEBI and the participation of members through video conferencing system is reckoned for the purpose of ascertaining the quorum as per the circulars issued by MCA and Section 103 of the Companies Act, 2013.

• The Register of Directors and Key Managerial Personnel and their Shareholding and Register of Contracts or Arrangements as maintained under Sections 170 and 189 of the Companies Act, 2013 respectively and other documents were made available for inspection to the members who had requested.

• Since the Statutory Auditors' Report did not contain any qualifications, reservations or adverse remarks or disclaimer, it was not required to be read.

• Since the Secretarial Auditors’ Report does not have any qualifications, observations or comments, which have adverse effect on the functioning of the Company, it was not required to be read.

The Chairman briefed the members present at the meeting about the progress & achievements of the Company during the financial year 2019-20. With the permission of the shareholders present, the notice of the AGM was taken as read.

The Chairman informed the meeting that:

As per the provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard -2 on General Meetings (SS-2) issued by ICSI, the Company had provided remote e-voting facility to its members to vote on the matters to be transacted at the 48[th] Annual General Meeting. Further, to facilitate the voting at AGM to the members present thereat and did not cast their vote earlier through remote e-voting facility, and who are participating in this meeting will have an opportunity to cast their votes through the e-voting system provided by CDSL as made available during the meeting and remained open till 15 minutes after the conclusion of the 48[th] AGM. CS Manish Baldeva, Proprietor M/s. M Baldeva Associates, Company Secretaries, Thane was appointed as Scrutinizer to scrutinize the e-voting process in a fair and transparent manner.

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Regd. Office: 401, 4[th ] Floor, Gladdiola, Hanuman Road, Vile Parle (East), Mumbai. 400 057

The following items of business, as per the Notice of 48[th] AGM dated 31[st] August, 2020 were transacted at the meeting:

Item No.	Agenda Items	Type of Resolution
ORDINARY BUSINESS
1.	For adoption of the Audited Financial Statements of the Company for the financial year ended 31 March, 2020 together with the Reports of the Directors' and the Auditors' thereon	Ordinary
2.	For confirmation of the payment of interim dividend already paid during the year as the Final Dividend for the Financial Year 2019-20	Ordinary
3.	For appointment of a director in place of Mr. Rahul Kejriwal (DIN:00513777), who retires by rotation and being eligible, offers himself for re-appointment as Director	Ordinary
SPECIAL BUSINESS
4.	For re-appointment of Mr. Rahul Kejriwal (DIN: 00513777), as Whole Time Director of the Company for a further period of 5 years w.e.f. 1st June, 2020, who shall be liable to retire by rotation	Ordinary

The Chairman replied to the queries raised by the members.

The Chairman thanked the Members and other attendees participating in the meeting and informed the members present that the consolidated results of the remote e-voting and e-voting during the AGM will be declared within 48 hours from the conclusion of the AGM and will be displayed at the Registered Office of the Company situated at 401, 4[th] Floor, Gladdiola, Hanuman Road, Vile Parle East, Mumbai 400057. The same will also be available on the Company’s website www.remsons.com and on the website of CDSL viz; www.evotingindia.com and will be communicated to the BSE Limited and National Stock Exchanges of India Limited, where the shares of the Company are listed.

The meeting ended with a vote of thanks to the Chair

For Remsons Industries Limited

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Rohit Darji Company Secretary &Compliance Officer Membership No: A37077

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Regd. Office: 401, 4[th ] Floor, Gladdiola, Hanuman Road, Vile Parle (East), Mumbai. 400 057