SPEL Semiconductor Ltd. — AGM Information 2023

Sep 21, 2023

SPEL Semiconductor Limited

an IC Assembly & Test Company

September 21, 2023

BSE LIMITED Department of Corporate Affairs Phiroze Jeejeebhoy Tower Dalal Street Mumbai-400001

Dear Sir/Madam,

Scrip Code:517166

Sub: Proceedings of the 38th Annual General Meeting of SPEL Semiconductor Limited held on 21st September, 2023 through Video Conferencing (VC) — Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015

This is to inform you that the 38th Annual General Meeting (AGM) of the Company was held on Thursday, the 21st September, 2023 through video conferencing (VC) to transact the business as set out in the Notice of the 38th Annual General Meeting circulated to the members of the Company.

In this regard, we enclose a summary of proceedings of the 38th AGM.

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

Thanking you.

For SPEL SEMICONDUCTOR LIMITED

SANKARANARAYANAN SIVARAMAN(FCS 2918) COMPANY SECRETARY

SPEL Semiconductor Limited

an IC Assembly & Test Company

CERTIFIED COPY OF SUMMARY OF PROCEEDINGS OF THE 38TH ANNUAL GENERAL MEETING OF THE MEMBERS OF SPEL SEMICONDUCTOR LIMITED ("COMPANY") HELD ON THURSDAY, THE 21st SEPTEMBER 2023 AT 11.00 AM THROUGH VIDEO CONFERENCING ("VC") / OTHER AUDIO VISUAL MEANS ("OVAM")

1. Pursuant to Regulation 30 read with Para A of Schedule III to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), it is hereby informed that the 38th Annual General Meeting ("AGM") of SPEL Semiconductor Limited ("Company") was duly held on September 21, 2023 at 11.00 A.M. through Video Conferencing ("VC") / Other Audio Visual Means $("OAVM").$

2. Mr. S. Sivaraman, Company Secretary & Compliance Officer welcomed the Directors, Members and Invitees present to the 38th Annual General Meeting of the Company being held through VC/OAVM and apprised the Members regarding the procedure to be followed at the Meeting. He then requested Mr. Ravikumar Krishnasamy Independent Director and Chairman to occupy the chair and take forward with the proceedings of the Meeting.

3. Mr. Ravikumar Krishnasamy, Independent Director and Chairman, chaired the Meeting.

4. The Chairman called the Meeting to order as requisite quorum was present. He welcomed the Members, Directors and other Invitees present and introduced the Directors, the Chairperson of Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee and the Statutory Auditors and Secretarial Auditors attending the Meeting.

5. With the consent of the Members present at the Meeting, the Notice convening the 38th Annual General Meeting and the Statutory Auditors' Report on the Financial Statements for the financial year ended March 31, 2023 was taken as read.

6. The Chairman delivered his speech and briefed the Members on the operational and financial performance of the Company for the financial year ended 31^st March, 2023 and outlined the Company's operational plans and strategies. He expressed confidence that the Company's performance would further improve in the current year.

7. The Chairman thereafter informed that the Meeting was held through VC/OAVM in compliance with the circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India.

8. The Chairman further informed the Members that pursuant to the provisions of the Companies Act, 2013, the Rules framed there under and the SEBI (LODR) Regulations, 2015 the Company had provided the remote e-voting facility to the Members of the Company in respect of the resolutions to be passed at the Meeting. The remote e-voting commenced on Monday, September 18, 2023 at 10.00 a.m. (IST) and concluded on Wednesday, September 20, 2023 till 5.00 p.m. (IST).

9. He further informed that Members who were present at the AGM and not cast their vote electronically through remote e-voting shall be provided with an opportunity to cast their votes though e-voting during the Meeting.

SPEL Semiconductor Limited

an IC Assembly & Test Company

1. The Company appointed Mr. N. Ramanathan, Designated Partner, S. Dhanapal & Associates LLP as the Scrutinizer to supervise the remote e-voting and e-voting process during the AGM and to scrutnize the remote e-voting under Section 108 of the Companies Act, 2013 and e-voting system in a fair and transparent manner. The Scrutinizer shall submit his report in the prescribed manner within 48 hours of the conclusion of the meeting and the same shall be submitted to the BSE Limited and will also be put up on the Company's website.

2. The Chairman invited comments and questions from the Members, who had registered themselves as Speakers. Queries raised by the Members with respect to business performance and operations, etc., were answered by the Chairman.

3. Thereafter, the following businesses were transacted at the 38^th Annual General Meeting:

S.	Businesses	Resolution Type
No.
1.	Adoption of Financial Statements	Ordinary Resolution
2.	Appointment of a Director in the place of Mr. M. Jayasankar (DIN: 00048351) who retires by rotation and being eligible, offers himself for re- appointment	Ordinary Resolution
3.	Appointment of M/s. Venkatesh & Co., Chartered Accountants (FRN:004636S) as the Statutory Auditors of the Company for a period of 4 consecutive years	Ordinary Resolution
4.	Appointment of Mr. Nakkeeran Ekambaram (DIN: 08638679) as Non-Executive/Non- Independent Director of the Company	Ordinary Resolution
5.	Approval to Sell, Lease or otherwise dispose of whole or substantially the whole of the undertaking(s) of the Company	Special Resolution

1. The members were informed that the e-voting facility had commenced and the consolidated voting results cast through remote e-voting and e-voting at the Annual General Meeting on all resolutions once finalized shall be communicated to the Stock Exchange and also placed on the Company's website after receiving the Report from the Scrutinizer within 48 hours of conclusion of the Annual General Meeting of the Company.

2. The Company Secretary thanked the Directors, Members and Invitees for attending the meeting.

3. The Chairman thereafter declared the meeting as concluded at 11.25 hrs.

Kindly take the above intimation on record.

For SPEL SEMICONDUCTOR LIMITED

PALANICHAMY BALAMURUGAN WHOLETIME DIRECTOR $(DIN: 07480881)$