Sandhar Technologies Limited — AGM Information 2022

Sep 22, 2022

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Ref: STL/SE/2022-2023/AGM Proceedings/42

Dated: 22[nd] September, 2022

To, To, Department of Corporate Services Listing Department BSE Limited The National Stock Exchange of India Limited Phiroze Jeejeebhoy Tower, Dalal Street, C-1, G-Block, Bandra-Kurla Complex, Mumbai-400001 Bandra, (E), Mumbai-400051

BSE Code 541163; NSE: SANDHAR

Subject: Proceedings of the 30[th] Annual General Meeting & Outcome

Ref: Our Letter dated 24th August, 2022

Dear Sir/ Ma’am,

In continuation to our letter dated 24th August, 2022, we wish to inform you that the 30th Annual General Meeting (“AGM”) of the Company was held on Thursday, the 22nd September, 2022, at 11:30 A.M. (IST) through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”) and the business items [from Nos. (1) to (5)] mentioned in the AGM notice dated the 03[rd] August, 2022 were transacted at the said meeting.

The voting results of the 30[th] Annual General Meeting of the Company along with the Scrutinizer’s Report will be shared shortly.

In compliance with the Regulation 30 read with Part A (13) of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 we are enclosing herewith a summary of AGM proceedings as Annexure -1.

The 30[th] Annual General Meeting of the Company concluded at 12:20 P.M.(IST).

Kindly take the same on record.

Thanking you,

Yours faithfully,

For SANDHAR TECHNOLOGIES LIMITED

Komal Digitally signed by Komal Malik Malik Date: 2022.09.22 16:00:32 +05'30' Komal Malik Company Secretary & Compliance Officer

Encl. as above

Sandhar Technologies Limited

Corporate Office: 13, Sector-44, Gurugram-122 002, Haryana, India. Ph: + 91 12-4518900 Registered Office: B-6/20, L.S.C., Safdarjung Enclave, New Delhi-110 029, India, Ph: +91-11-40511800 E-mail: enquiries@sandhar.in, website: www.sandhargroup.com; CIN-L74999DL1987PLC029553

ANNEXURE-1

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SUMMARY OF THE PROCEEDINGS OF THE 30[th] (THIRTIETH) ANNUAL GENERAL MEETING OF THE MEMBERS OF SANDHAR TECHNOLOGIES LIMITED

The 30[th] Annual General Meeting (“AGM”) of the Members of Sandhar Technologies Limited (“Company”) was held on Thursday, the 22[nd ] September, 2022, at 11:30 A.M. (IST) through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”).

Smt. Komal Malik, Company Secretary & Compliance Officer welcomed all the members present and requested Board of Directors and other officials present at the meeting to introduce themselves.

The following Directors and officials were present at the 30[th] AGM of the Company:

he fol	lowing Directors and officials wer	e p	resent at the 30thAGM of the Company:
1	Shri. Dharmendar Nath Davar	:	Chairman of the Company, Non-Executive & Non Independent Director and Chairman of the Risk Management Committee
2	Shri. Jayant Davar	:	Co-Chairman & Managing Director, Chairman of Corporate Social Responsibility Committee.
3	Smt. Archana Capoor	:	Non-Executive Independent Director & Chairman of the Audit Committee
4	Shri. Vimal Mahendru	:	Non-Executive Independent Director & Chairman of Nomination and Remuneration Committee
5	Shri. Arjun Sharma	:	Non-Executive Independent Director & Chairman of Stakeholder’s Relationship Committee
6	Shri. Arvind Kapur	:	Non-Executive Independent Director
7	Smt. Monica Davar	:	Non-Executive & Non Independent Director
8	Shri. Bharat Anand	:	Non-Executive Independent Director
9	Shri. Sandeep Dinodia	:	Non-Executive & Non Independent Director
10	Shri. Neel Jay Davar	:	Non-Executive & Non Independent Director
11	Shri. Yashpal Jain	:	Chief Financial Officer
12	Shri. Shashank Agarwal	:	Representative of BSR & Co. LLP, Statutory Auditors of the Company
13	Shri. K K Sachdeva	:	Secretarial Auditor & Scrutinizer

The number of shareholders as on cut-off date i.e., 15[th] September, 2022 were 33557.

Sandhar Technologies Limited

Corporate Office: 13, Sector-44, Gurugram-122 002, Haryana, India. Ph: + 91 12-4518900 Registered Office: B-6/20, L.S.C., Safdarjung Enclave, New Delhi-110 029, India, Ph: +91-11-40511800 E-mail: enquiries@sandhar.in, website: www.sandhargroup.com; CIN-L74999DL1987PLC029553

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Total of 171 Members attended the meeting through Video Conferencing.

Smt. Komal Malik informed the shareholders that pursuant to the circulars as issued by the Ministry of Corporate Affairs & Securities and Exchange Board of India, the Annual General Meeting was conducted through Video Conferencing facility provided by Link Intime India Private Limited.

She further informed that the Company provided remote e-voting facility to the members to cast their vote between 9:00 A.M. (IST) of Monday, 19[th] September, 2022 till 5:00 P.M. (IST) of Wednesday, 21[st] September, 2022 and requested the Chairman of the Company to commence the formal proceedings of the Annual General Meeting.

It was also informed to the members that the Annual Report for the Financial Year 2021-2022 including the Notice of AGM, has been emailed to the members on the 24[th] August, 2022 and the Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies Act, 2013 and Register of Contracts or Arrangements in which the Directors are interested, maintained under Section 189 of the Companies Act, 2013 along with other documents as referred in AGM Notice are available electronically for inspection by the members during the meeting.

The Chairman, Shri. Dharmendar Nath Davar upon ascertaining that the requisite quorum was present, called the meeting to order and requested Shri. Jayant Davar, Co-Chairman & Managing Director to continue with the Agenda of the Meeting.

Shri. Jayant Davar welcomed all the members to the meeting.

Shri. Jayant Davar delivered his speech and thereafter informed that Notice of the 30[th] Annual General Meeting, the Report of the Board of Directors, and the Financial Statements including Auditor’s Report thereon for the Financial Year 2021-2022 were taken as read as the same has already been circulated to the Members. There were no qualifications, reservations, disclaimer, adverse remarks in the Auditor’s Report and the Report of the Secretarial Auditor of the Company. Accordingly, these reports were not required to be read.

The following items of Business as set out in the notice convening 30[th] AGM were placed for members’ consideration and approval:

S No.	Particulars	Type of Resolution
	ORDINARY BUSINESS
1.	To receive, consider and adopt the Audited Standalone Financial Statements and the Audited Consolidated Financial Statements of the Company for the Financial year ended the 31stMarch, 2022 together with the Reports of the Board of Director andtheAuditorsthereon.	Ordinary
2.	To declare a final dividend of Rs 2.25/- per equity share of Rs 10/- each fully paid upfor theFinancialyearendedthe 31stMarch,2022.	Ordinary
3.	To appoint a Director in place of Shri. Neel Jay Davar (DIN : 09201336), whoretires byrotation and being eligible, offershimself for re-appointment.	Ordinary
4.	Re-appointment of the Statutory Auditors viz. M/s BSR & Co. LLP, Chartered Accountants.	Ordinary
	SPECIAL BUSINESS
5.	Ratification of remuneration payable to Cost Auditor viz., M/s Satija & Co., Cost Accountants for audit of cost records for the Financial Year 2022-2023.	Ordinary
	Sandhar Technologies Limited

Corporate Office: 13, Sector-44, Gurugram-122 002, Haryana, India. Ph: + 91 12-4518900 Registered Office: B-6/20, L.S.C., Safdarjung Enclave, New Delhi-110 029, India, Ph: +91-11-40511800 E-mail: enquiries@sandhar.in, website: www.sandhargroup.com; CIN-L74999DL1987PLC029553

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The members who had registered themselves as speakers, addressed the meeting through VC/OAVM and sought clarifications on the Company’s accounts and businesses. Shri. Jayant Davar responded to the queries of the Members and provided clarifications.

Shri. Jayant Davar informed that the e-voting facility is open for 15 minutes after the closure of the meeting to enable the Members who did not cast their vote through remote e-voting to exercise their votes.

The members were informed that Shri K K Sachdeva, proprietor of M/s K K Sachdeva & Associates, Company Secretaries, appointed as the scrutinizer to scrutinize the voting process of the AGM.

On the receipt of the final report from the scrutinizer, the results of the voting along with remote e-voting would be announced within 2 working days from conclusion of the meeting. The Results declared along with the report of the Scrutinizer shall be placed on the website of the Company https://sandhargroup.com and on the website of Linkintime India Private Limited and shall also be submitted on the website of BSE Limited and The National Stock Exchange of India Limited.

The meeting concluded at 12:20 P.M.(IST) with the Chairman of the meeting presenting vote of thanks to everyone present at the meeting.

Sandhar Technologies Limited

Corporate Office: 13, Sector-44, Gurugram-122 002, Haryana, India. Ph: + 91 12-4518900 Registered Office: B-6/20, L.S.C., Safdarjung Enclave, New Delhi-110 029, India, Ph: +91-11-40511800 E-mail: enquiries@sandhar.in, website: www.sandhargroup.com; CIN-L74999DL1987PLC029553