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SRF Ltd. — Declaration of Voting Results & Voting Rights Announcements 2019
Aug 6, 2019
61903_rns_2019-08-06_26785c99-2f09-490a-b0c3-4c2935ce7e62.pdf
Declaration of Voting Results & Voting Rights Announcements
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The Corporate Relationship Department, BSE Limited 1st Floor , New Trading Ring Rotunda Building, P.J. Towers Dalai Street, Mumbai 400 001 Scrip Code- 503806
National Stock Exchange of India Limited "Exchange Plaza" Bandra-Kurla Complex Bandra (E) Mumbai 400 051
Scrip Code-SRF
SRF/SEC/BSE/NSE
06.08.2019
Dear Sir,
Sub: Annual General Meeting Voting Results and Report under Regulation 44(3) SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
In compliance with Regulation 44 (3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are pleased to submit the voting results (mode of voting was by way of E-Voting and Poll) as per Annexure I, on the business transacted as per notice dated June 25, 2019 of the 48thAnnual General Meeting (AGM) of the Company held on August 5, 2019 at 03:30 p.m. at the Laxmipat Singhania Auditorium, PHD House, 4/2, Sin Institutional Area, August Kranti Marg, New Delhi-110 016.
Based on the consolidated report of the Scrutinizer attached, all the resolutions set out in the Notice of 48th AGM have been dully approved by the shareholders with requisite majority.
Thanking you,
Yours faithfully,
For SRF LIMITED
Raja'. Laklidnpal VP (Corporate Compliance) & Company Secretary
End: As above
SRF LIMITED
Block-C Sector-45 Gurugram 122 003 Haryana India Tel: +91-124-4354400 Fax: +91-124-4354500 E-mail: [email protected] Website : www.srf.com
Regd. Office : Unit No. 236 & 237, 2nd Floor DLF Galleria, Mayur Place Noida Link Road Mayur Vihar Phase-1 Extension Delhi 110091
| Annexure 1 | ||
|---|---|---|
| SRF LIMITED | ||
| Date of the AGM/EGM | 105-08-2019 | |
| Total number of shareholders on record date | 48712 | |
| No. of shareholders present in the meeting either in person or through proxy: | ||
| Promoters and Promoter Group: | ||
| Public: | 16. | |
| No. of Shareholders attended the meeting through Video Conferencing | ||
| Promoters and Promoter Group: | Not Applicable | |
| Public: | Not Applicable |
| Resolution No. | ||||||||
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary/ Special) | ORDINARY - Consideration and adoption of Audited Financial Statements for the financial year 2018-19. | |||||||
| Whether promoter/ promoter group are | ||||||||
| interested in the agenda/resolution? | $ N\circ$ | |||||||
| % of Votes Polled | 1% of Votes in | % of Votes | ||||||
| No. of shares | No. of votes | on outstanding | favour on votes | against on votes | ||||
| Category | Mode of Voting | held (1) | polled (2) | shares | $\overline{\text{No. of Votes} - \text{in}}$ No. of Votes $-$ | polled | polled | |
| E-Voting | 30,076,500 | $ (3)=[(2)/(1)]^* 100$ favour (4) 100.0000 |
30,076,500 | against (5) | $ (6)=[(4)/(2)]100 (7)=[(5)/(2)]100$ 100.0000 |
0.0000 | ||
| Poll | 0.0000 | 01 | $\Omega$ | 0.0000 | 0.0000 | |||
| Postal Ballot (if | 30,076,500 | |||||||
| Promoter and Promoter Group | applicable) | 0.0000 | ი | 0.0000 | 0.0000 | |||
| Total | 30,076,500 | 100.0000 | 30,076,500 | O. | 100.0000 | 0.0000 | ||
| E-Voting | 11,130,424 | 62.8768 | 11,130,424 | 0 | 100.0000 | 0.0000 | ||
| $ P_O $ | 17,701,959 | 0.0000 | $\Omega$ | 0.0000 | 0.0000 | |||
| Postal Ballot (if | ||||||||
| Public- Institutions | applicable) | 0.0000 | n | 0.0000 | 0.0000 | |||
| Total | 11,130,424 | 62.8768 | 11,130,424 | O. | 100.0000 | 0.0000 | ||
| E-Voting | 884,888 | 9.1206 | 883.524 | 1,364 | 99.8458 | 0.1541 | ||
| Poll | 9,702,041 | 13,687 | 0.1411 | 13,686 | 99.9926 | 0.0073 | ||
| Postal Ballot (if | ||||||||
| Public- Non Institutions | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 898,575 | 9.2617 | 897,210 | 1,365 | 99.8481 | 0.1519 | ||
| $\sum_{i=1}^{n} \binom{n}{i}$ | 57.480,500 | 42,105,499 | 737513 | 42,104,194 | 1565 | 99,9961 | 0,0032 | |
$\overline{N}$ monus pa
$\ddot{\phantom{a}}$
| Resolution required: (Ordinary/ Special) | ORDINARY - Re-appointment of Mr. Arun Bharat Ram as Director who retires by rotation. | |||||||
|---|---|---|---|---|---|---|---|---|
| Whether promoter/ promoter group are interested in the agenda/resolution? |
INo. | |||||||
| % of Votes Polled on outstanding |
% of Votes in lfavour on votes |
% of Votes against on votes |
||||||
| Category | Mode of Voting | No. of shares held(1) |
No. of votes | Ishares | $No. of Votes - in$ | No. of Votes – | polled | polled |
| E-Voting | polled (2) 30,049,000 |
$(3)=[(2)/(1)]*100$ favour (4) 99.9086 |
against (5) | $ (6)=(4)/(2) 100 (7)=(5)/(2) 100$ | ||||
| Poll | 0.0000 | 30,049,000 | 100.0000 0.0000 |
0.0000 0.0000 |
||||
| Postal Ballot (if | 30,076,500 | |||||||
| Promoter and Promoter Group | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 30,049,000 | 99.9086 | 30,049,000 | $\bf{0}$ | 100.0000 | 0.0000 | ||
| E-Voting | 10,074,415 | 56.9113 | 10,057,577 | 16,838 | 99.8328 | 0.1671 | ||
| Poll | 0.0000 | 0.0000 | 0.0000 | |||||
| Postal Bal ot (if | 17,701,959 | |||||||
| Public-Institutions | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 10,074,415 | 56.9113 | 10,057,577 | 16,838 | 99.8329 | 0.1671 | ||
| E-Voting | 514,235 | 5.3003 | 497,796 | 16,439 | 96.8032 | 3.1967 | ||
| Poll | 9,702,041 | 13,687 | 0.1411 | 13,686 | 99.9926 | 0.0073 | ||
| Postal Bal ot (if | ||||||||
| Public- Non Institutions | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 527,922 | 5.4414 | 511,482 | 16,440 | 96.8859 | 3.1141 | ||
| R oci | 57,480,500 | 40,651,337 | 707/2240 | 40,618,059 | 33,278 | 99,9131 | 0.0349 |
| Resolution No. | ||||||||
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary, Special) | ORDINAR V - Appointment of Ms. Bharti Gupta Ramola DIN 00356188 as an Independent Director. | |||||||
| Whether promoter/ promoter group are interested in the agenda/resolution? |
INO | |||||||
| No. of shares | INo. of votes | 1% of Votes Polled lon outstanding Ishares |
No. of Votes – in 「No. of Votes – | 1% of Votes in lfavour on votes l polled |
l% of Votes against on votes l polled |
|||
| Category | Mode of Voting | $ $ held $(1)$ | $ p$ olled $(2)$ | $(3)=[(2)/(1)]$ * 100 favour (4) | against (5) | $ (6)=(4)/(2)]100$ $ (7)=(5)/(2)]100$ | ||
| E-Voting | 30,076,500 | 100.0000 | 30,076,500 | 100.0000 | 0.0000 | |||
| Poll | 30,076.500 | 0.0000 | 0.00001 | 0.0000 | ||||
| Promoter and Promoter Group | Postal Ballot (if applicable) |
0.0000 | 0.0000 | 0.0000 |
ر پاکس
سمع جا جا
| Total | 30,076,500 | 100.0000 | 30,076,500 | 0 | 100.0000 | 0.0000 | ||
|---|---|---|---|---|---|---|---|---|
| E-Voting | 7,408,172 | 41.8494 | 7,408,172 | 0 | 100.0000 | 0.0000 | ||
| Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | ||
| Postal Ballot (if | 17,701,959 | |||||||
| Fublic- Institutions | applicable) | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |
| Total | 7,408,172 | 41.8494 | 7,408,172 | 0 | 100.0000 | 0.0000 | ||
| E-Voting | 514,235 | 5.3003 | 512,870 | 1,365 | 99.7345 | 0.2654 | ||
| Poll | , 9 702,041 |
13,687 | 0.1411 | 13,686 | 1 | 99.9926 | 0.0073 | |
| Postal Ballot (if | ||||||||
| Public- Non Institutions | applicable) | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |
| Total | 527,922 | 5.4414 | 526,556 | 1,366 | 99.7412 | 0.2588 | ||
| Total | 57,480,500 | 38,012,594 | 66.1313 | 38,011,228 | 1,366 | 99.9964 | 0.0036 |
| Resolution No. | 4 | |||||||
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary; Special) | ORDINARY - Appointment of Mr. Puneet Yadu Dalmia DIN 00022633 as an Independent Director. | |||||||
| Whether promoter/ promoter group are interested in the agenda/resolution? |
No | |||||||
| % of Votes Polled | % of Votes in | % of Votes | ||||||
| No. of shares | No. of votes | on outstanding shares |
No. of Votes - in | No. of Votes - | favour on votes polled |
against on votes polled |
||
| Category | Mode of Voting | held (1) | polled (2) | (3)=[(2)/(1)]* 100 | favour (4) | against (5) | (6)=[(4)/(2)]*100 | (7)=[(5)/(2)]*100 |
| E-Voting | 30,076,500 | 100.0000 | 30,076,500 | 0 | 100.0000 | 0.0000 | ||
| Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | ||
| Postal Ballot (if | 30,076,500 | |||||||
| Fromoter and Promoter Group | applicable) | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |
| Total | 30,076,500 | 100.0000 | 30,076,500 | 0 | 100.0000 | 0.0000 | ||
| E-Voting | 7,408,172 | 41.8494 | 7,408,172 | 0 | 100.0000 | 0.0000 | ||
| Poll | 17,701,959 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |
| Postal Ballot (if | ||||||||
| Fublic- Institutions | applicable) | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |
| Total | 7,408,172 | 41.8494 | 7,408,172 | 0 | 100.0000 | 0.0000 | ||
| E-Voting | 514,235 | 5.3003 | 512,870 | 1,365 1 |
99.7345 | 0.2654 | ||
| Poll | 9 702,041 | 13,687 | 0.1411 | 13,686 | 99.9926 | 0.0073 | ||
| Postal Ballot (if applicable) |
0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | ||
| Public- Non Institutions | Total | 527,922 | 5.4414 | 526,556 | 1,366 | 99.7412 | 0.2588 | |
| Total | 57,480,500 | 38,012,594 | 66.1313 | 38,011,228 | 366 | .9964 | 0.0036 |
t\t
| Resolution No. | ||||||||
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary/ Special) | ORDINARY - Appointment of Mr. Yash Gupta DIN 00299621 as an Independent Director. | |||||||
| Whether promoter/ promoter group are interested in the agenda/resolution? |
INO | |||||||
| Category | Mode of Voting | INo. of shares held(1) |
No. of votes polled (2) |
% of Votes Polled on outstanding Ishares $(3)=[(2)/(1)]*100$ favour (4) |
No. of Votes $-$ in $\vert$ No. of Votes $-$ | against (5) | 1% of Votes in favour on votes polled $(6)=[(4)/(2)]100$ $(7)=[(5)/(2)]100$ |
% of Votes against on votes polled |
| E-Voting | 30,076,500 | 100.0000 | 30,076,500 | 100.0000 | 0.0000 | |||
| Poll Postal Ballot (if |
30,076,500 | 0.0000 | Ω | ΩI | 0.0000 | 0.0000 | ||
| Promoter and Promoter Group | applicable) Total |
0.0000 | 0.0000 | 0.0000 | ||||
| E-Voting | 30,076,500 7,408,172 |
100.0000 41.8494 |
30,076,500 7,408,172 |
$\Omega$ Ω |
100.0000 100.0000 |
0.0000 0.0000 |
||
| Poll | 0.0000 | U | O | 0.0000 | 0.0000 | |||
| Public- Institutions | Postal Ballot (if applicable) |
17,701,959 | 0.0000 | 0 | 0.0000 | 0.0000 | ||
| Total E-Voting |
7,408,172 514,235 |
41.8494 5.3003 |
7,408,172 | $\Omega$ | 100,0000 | 0.0000 | ||
| Poll | 13,687 | 0.1411 | 512,870 13,686 |
1,365 | 99.7345 99.9926 |
0.2654 0.0073 |
||
| Public- Non Institutions | Postal Ballot (if applicable) |
9,702,041 | 0.0000 | 0.0000 | 0.0000 | |||
| Total | 527,922 | 5.4414 | 526,556 | 1,366 | 99.7412 | 0.2588 | ||
| KOCI | 57,480,500 | 38,012,594 | 66.619 | 33011,223 | 1866 | 999997 | 0,0,03,5 | |
| Resolution No. | ||||||||
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary/ Special) | ORDI VARY - Amendment in the terms of Appointment of Mr. Ashish Bharat Ram, Managing Director. | |||||||
| Whether promoter/ promoter group are interested in the agenda/resolution? |
No | |||||||
| Category | Mode of Voting | No. of shares $ $ held $(1)$ |
INo. of votes $ p$ olled $(2)$ |
1% of Votes Polled on outstanding Ishares $ (3)=[(2)/(1)]^*$ 100 favour (4) |
$\vert$ No. of Votes – in $\vert$ No. of Votes – | against (5) | 1% of Votes in favour on votes polled |
% of Votes against on votes polled $ (6)=(4)/(2) 100-(7)=(5)/(2) 100$ |
| E-Voting | 30,049,000 | 99.9086 | 30,049,000 | 100.0000 | 0.0000 | |||
| Poll | 30 076 500 | 0.0000 | 0.0000 | 0.0000 | ||||
| N |
$\mathbb{R}^2$
$\bar{\beta}$
$\mathcal{L}_{\mathcal{A}}$
| Postal Ballot (if | UUJUTUJUUT | |||||||
|---|---|---|---|---|---|---|---|---|
| Promoter and Promoter Group | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 30,049,000 | 99.9086 | 30,049,000 | -01 | 100.0000 | 0.0000 | ||
| $\exists$ -Voting | 10,074,415 | 56.9113 | 10,074,415 | 100.0000 | 0.0000 | |||
| ' Poll | 17,701,959 | 0.0000 | 0.0000 | 0.0000 | ||||
| Postal Ballot (if | ||||||||
| Public-Institutions | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 10,074,415 | 56.9113 | 10,074,415 | 0 | 100.0000 | 0.0000 | ||
| E-Voting | 888,388 | 9.1567 | 887,022 | 1,366 | 99.8462 | 0.1537 | ||
| Poll | 9,702,041 | 13,687 | 0.1411 | 13,686 | 99.9926 | 0.0073 | ||
| Postal Ballot (if | ||||||||
| Public- Non Institutions | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 902,075 | 9.2978 | 900,708 | 1,367 | 99.8485 | 0.1515 | ||
| $\lceil \cdot \rceil$ | 57,480,500 | 41,025,490 | 71,37291 | 41,024,123 | 1,367 | 99,9967 | 0.0033 |
| Resolution No. | ||||||||
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary/ Special) | ORDINARY - Ratification of Remuneration of Cost Auditors for financial year 2019-20. | |||||||
| Whether promoter/ promoter group are interested in the agenda/resolution? |
No | |||||||
| % of Votes Polled | % of Votes in | % of Votes | ||||||
| on outstanding | favour on votes | against on votes | ||||||
| No. of shares | No. of votes | shares | $\sqrt{N}$ No. of Votes – in $\sqrt{N}$ No. of Votes – | polled | polled | |||
| Category | Mode of Voting | $ $ held $(1)$ | polled (2) | (3)=[(2)/(1)]* 100 favour (4) | against (5) | $ (6)=(4)/(2) 100 (7)=[(5)/(2)]100$ | ||
| E-Voting | 30,076,500 | 100.0000 | 30,076,500 | 0 | 100.0000 | 0.0000 | ||
| l Poll | 30,076,500 | 0.0000 | 0.0000 | 0.0000 | ||||
| Postal Ballot (if | ||||||||
| Promoter and Promoter Group | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 30,076,500 | 100.0000 | 30,076,500 | 0 | 100.0000 | 0.0000 | ||
| E-Voting | 11,147,168 | 62.9714 | 11,147,168 | 0 | 100.0000 | 0.0000 | ||
| Poll | 17,701,959 | 0.0000 | 0 | 0.0000 | 0.0000 | |||
| Postal Ballot (if | ||||||||
| Public-Institutions | applicable) | 0.0000 | 0 | 0.0000 | 0.0000 | |||
| Total | 11, 147, 168 | 62.9714 | 11,147,168 | $\Omega$ | 100,0000 | 0.0000 | ||
| E-Voting | 888,388 | 9.1567 | 887,022 | 1,366 | 99.8462 | 0.1537 | ||
| Poll | 9,702,041 | 13,687 | 0.1411 | 13,686 | 99.9926 | 0.0073 | ||
| Postal Ballot (if | ||||||||
| Public- Non Institutions | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Foto | 902,075 | 9.2978 | 900,708 | 1,367 | 99.8485 | 0.1515 | ||
| OF. | 57,480,500 | 42,125,743 | 78.2470 | 42,424,376 | 378674 | 99.9963 | 0.0052 |
$\sqrt{2}$
| Resolution No. | 8 | |||||||
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary/ Special) | SPECIAL - Offer or invitation to subscribe to Redeemable Non-Convertible Debentures of the Company on private placement. | |||||||
| Whether promoter/ promoter group are | ||||||||
| interested in the agenda/resolution? | $ N_{\rm O} $ | |||||||
| ।% of Votes Polled | % of Votes in | % of Votes | ||||||
| on outstanding | favour on votes | against on votes | ||||||
| INo. of shares | No. of votes | Ishares | No. of Votes – in | $No. of Votes -$ | polled | oolled | ||
| Category | Mode of Voting | held(1) | polled (2) | $ (3)=[(2)/(1)]^* 100$ favour (4) | against (5) | $(6)=[(4)/(2)]*100$ | $(7)=[(5)/(2)]*100$ | |
| E-Voting | 30,076,500 | 100.0000 | 30,076,500 | Οl | 100.0000 | 0.0000 | ||
| Poll | 30,076,500 | 0.0000 | $\Omega$ | 0.00001 | 0.0000 | |||
| Postal Ballot (if | ||||||||
| Promoter and Promoter Group | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 30,076,500 | 100.0000 | 30,076,500 | O | 100.0000 | 0.0000 | ||
| E-Voting | 11,147,168 | 62.9714 | 11,147,168 | $\mathbf{0}$ | 100.0000 | 0.0000 | ||
| Poll | 17,701,959 | 0.0000 | $\Omega$ | 0.0000 | 0.0000 | |||
| Postal Ballot (if | ||||||||
| Public-Institutions | applicable) | 0.0000 | 01 | 0.0000 | 0.0000 | |||
| Total | 11,147,168 | 62.9714 | 11,147,168 | 0 | 100.0000 | 0.0000 | ||
| E-Voting | 888,388 | 9.1567 | 887,023 | 1,365 | 99.8463 | 0.1536 | ||
| Poll | 9,702,041 | 13,687 | 0.1411 | 13,686 | 99.9926 | 0.0073 | ||
| Postal Ballot (if | ||||||||
| Public- Non Institutions | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 902,075 | 9.2978 | 900,709 | 1,366 | 99.8486 | 0.1514 | ||
| ${ \cdot }$ | 57,480,500 | 42,125,743 | 252330 | 42,124,377 | 33665 | 99,9963 | 0.0092 |
| Resolution No. | ||||||||
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary/ Special) | SPECIAL - Adoption of new Articles of Association. | |||||||
| Whether promoter/ promoter group are interested in the agenda/resolution? |
No. | |||||||
| Category | Mode of Voting | No. of shares held (1) |
No. of votes $ p$ olled $(2)$ |
% of Votes Polled on outstanding shares $ (3)=[(2)/(1)]^* 100$ favour (4) |
$\vert$ No. of Votes – in $\vert$ No. of Votes – | against (5) | 1% of Votes in lfavour on votes polled $ (6)=[(4)/(2)]*100$ |
l% of Votes against on votes polled $(7)=[(5)/(2)]*100$ |
| E-Voting | 30,076,500 | 100.0000 | 30,076,500 | 100.0000 | 0.0000 | |||
| Poll | 30 076 500 | 0.0000 | $-0.0000$ | 0.0000 | ||||
| N | $\sum_{i=1}^{n-1}\sum_{i=1}^{n-1}c_{i}^{(i)}\sum_{j=1}^{n-1}c_{j}^{(j)}$ |
$\mathcal{A}$
| Promoter and Promoter Group | Postal Ballot (if applicable) |
uu,uru,uur | 0.0000 | 0.0000 | 0.0000 | |||
|---|---|---|---|---|---|---|---|---|
| Total | 30,076,500 | 100.0000 | 30,076,500 | 01 | 100.0000 | 0.0000 | ||
| E-Voting | 10,895,715 | 61.5509 | 6,253,798 | 4,641,917 | 57.3968 | 42.6031 | ||
| Poll | 0.0000 | 0.0000 | 0.0000 | |||||
| Postal Ballot (if | 17,701,959 | |||||||
| Public-Institutions | applicable) | 0.00001 | 0.0000 | 0.0000 | ||||
| Total | 10,895,715 | 61.5509 | 6,253,798 | 4,641,917 | 57.3969 | 42.6031 | ||
| E-Vcting | 514,235 | 5.3003 | 497,796 | 16,439 | 96.8032 | 3.1967 | ||
| Poll | 9,702,041 | 13,687 | 0.1411 | 13,686 | 99.9926 | 0.0073 | ||
| Postal Ballot (if | ||||||||
| Public- Non Institutions | applicable) | 0.0000 | 0.0000 | 0.0000 | ||||
| Total | 527,922 | 5.4414 | 511,482 | 16,440 | 96.8859 | 3.1141 | ||
| Total | 57,480,500 | 41,500,137 | 72.1986 | 36,841,780 | 4,658,357 | 88,7751 | 11,2249 |
$\mathcal{L}^{\text{max}}{\text{max}}$ , $\mathcal{L}^{\text{max}}{\text{max}}$
$\mathcal{N}$
Arvind Koh d Associates
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 e-mail: [email protected]
Company Secretaries
CONSOLIDATED SCRUTINIZER'S REPORT
[Pursuant to Section 108&109 of the Companies Act, 2013 and Rule 20 & 21 of Companies (Management and Administration) Rules, 2014]
To, The Chairman SRF Limited The Galleria, DLF Mayur Vihar, Unit No. 236 & 237, 21,d Floor, Mayur Place, Noida Link Road, Mayur Vihar Phase I Extn, Delhi - 110091
Respected Sir,
Sub.: Consolidated Scrutinizer's Report for passing of Resolutions through Remote E-Voting Process and on voting by Poll at 48th Annual General Meeting held on Monday, 5th August, 2019.
-
- I, CS Arvind Kohli, Proprietor, Arvind Kohli & Associates, Company Secretaries, Gurugram, Haryana was appointed as Scrutinizer by the Board of Directors of the Company for the purpose of:
- a. Scrutinizing the remote e-voting process in terms of the provisions of Regulation 44(3) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management & Administration) Rules, 2014;
- b. Conducting Poll through polling paper under the provisions of Section 109 of the Companies Act, 2013 read with Rule 21 of the Companies (Management & Administration) Rules, 2014;
for passing of the Resolutions as mentioned under item numbers 1 to 9 as set out in the Notice of 48th Annual General Meeting (AGM) of the shareholders of the Company dated 25th June, 2019.
- The management of the Company is responsible to ensure the compliances with the requirements of the Companies Act, 2013 and Rules relating to remote evoting and polling papers on the resolutions contained in the notice of AGM of the members of the Company. My responsibility as a Scrutinizer for the remote evoting process and poll conducted at the AGM is restricted to make a Consolidated Scrutinizer's Report of the votes cast 'in favour' or 'against' the lutions stated in the said notice, based on the reports generated from the e-

Page 1 of 12
Company Secretaries
voting system provided by Karvy Fintech Private Limited (KARVY), the agency engaged by the Company to provide remote e-voting facility for e-voting and poll conducted at the AGM.
-
- The Notice dated 25th June, 2019 along with Statement setting out material facts under Section 102 of the Act was dispatched to the Shareholders through courier, registered post as well as through e-mail to shareholders whose email IDs are registered with the Company/ Depository Participant(s) on Wednesday, 10th July, 2019. The said notice was dispatched on the basis of Register of Members made available by the Registrar & Share Transfer Agent of the Company and the list of beneficial owners made available by the depositories viz., National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) as on Friday, 28th June, 2019.
-
- As per the provisions of Rule 20 of the Companies (Management & Administration) Rules, 2014, the Company has published advertisement about having sent the notice of meeting and providing e-voting facility in the English newspaper "Financial Express" and Hindi newspaper "Jansatta" on Saturday, 14th July, 2019.
-
- In terms of the aforesaid Notice, voting through electronic means was kept open for 3 (three) days from Friday, 21id August, 2019 (10:00 a.m.) to Sunday, 4th August, 2019 (5:00 p.m.).
-
- The voting rights of members were considered in proportion to their shares in the paid up equity share capital of the Company as on the cut-off date i.e. Monday, 29th July, 2019.
-
- After announcement of the poll by the Chairman, one ballot box kept for polling was locked in my presence with due identification marks placed by me.
-
- The locked ballot box was subsequently opened in my presence and poll papers were diligently scrutinized. The poll papers were reconciled with the records maintained by the Company / Registrar and Transfer Agents of the Company and the authorizations / proxies lodged with the Company.
-
- As required under the said rules, after the closure of the voting at the Annual General Meeting, the votes cast through poll were counted, thereafter the votes cast under remote e-voting facility were unblocked in the presence of Mr. Arun Gupta and Mr. Bhupesh Mittal who are not in employment with the Company.

Arvind Kohli d Associates
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 e-mail: [email protected]
-
- The poll papers, which were incomplete and/ or which were otherwise found defective have been treated as invalid and kept separately.
-
- A Compact Disc (CD) containing a list of equity Shareholders who voted FOR", "AGAINST" and those whose votes were declared invalid for each resolution is enclosed
-
- Summary of the e-voting and poll is as follows:
Company Secretaries
Resolution No. 1 ORDINARY RESOLUTION
To Consider and adopt Audited Financial Statements for the financial year 2018-19
| (i) Voted in favour of the resolution: | |||
|---|---|---|---|
| Particulars | No. of members present and voting (in person or by proxy) |
Number of votes cast by them |
of total number of % valid votes cast |
|---|---|---|---|
| Poll at AGM | 15 | 13686 | 99.9927 |
| Remote E-voting | 182 | 42090448 | 99.9968 |
| Total | 197 | 42104134 | 99.9968 |
(ii) Voted against the resolution:
| Particulars | No. of members present and voting (in person or by proxy) |
Number of votes cast by them |
of total number of % valid votes cast |
|---|---|---|---|
| Poll at AGM | 1 | 1 | 0.01 |
| Remote E-voting | 4 | 1364 | 0.0032 |
| Total | 5 | 1365 | 0.0032 |
(iii) Invalid votes:
| Particulars | Total number of members (in person or by proxy) whose votes were declared invalid |
Total number of votes cast by Them |
|---|---|---|
| Poll at AGM | NIL | NIL |
| Remote E-voting | NIL | NIL |
| Total | NIL | NIL |
Result: Based on the aforesaid results, Ordinary Resolution as contained in item no. 1 of the Notice dated 25th June, 2019 has been passed with the requisite majority.
Arvind Koh cf Associates
Company Secretaries
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 e-mail: [email protected]
Resolution No. 2 ORDINARY RESOLUTION
To appoint a director in place of Mr. Arun Bharat Ram (DIN 00694766) who retires by rotation and being eligible offers himself for re-appointment.
(i) Voted in favour of the resolution:
| Particulars | members of No. present and voting (in person or by proxy) |
Number of votes cast by them |
% of total number of valid votes cast |
|---|---|---|---|
| Poll at AGM | 15 | 13686 | 99.9927 |
| Remote E-voting | 172 | 40604373 | 99.9181 |
| Total | 187 | 40618059 | 99.9181 |
(ii) Voted against the resolution:
| Particulars | members of No. present and voting (in person or by proxy) |
Number of votes cast by them |
% of total number of valid votes cast |
|---|---|---|---|
| Poll at AGM | 1 | 1 | 0.0073 |
| Remote E-voting | 9 | 33277 | 0.0819 |
| Total | 10 | 33278 | 0.0819 |
(iii) Invalid votes:
| Particulars | Total number of members (in person or by proxy) whose votes were declared invalid |
Total number of votes cast by Them |
|---|---|---|
| Poll at AGM | NIL | NIL |
| Remote E-voting | NIL | NIL |
| Total | NIL | NIL |
Result: Based on the aforesaid results, Ordinary Resolution as contained in item no. 2 of the Notice dated 25th June, 2019 has been passed with the requisite majority.

Arvind Kohli d Associates
Company Secretaries
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 e-mail: [email protected]
Resolution No. 3 ORDINARY RESOLUTION
To appoint Ms. Bharti Gupta Ramola (DIN : 00356188) as an Independent Director
(i) Voted in favour of the resolution:
| Particulars | members of No. present and voting (in person or by proxy) |
Number of votes cast by them |
% of total number of valid votes cast |
|---|---|---|---|
| Poll at AGM | 15 | 13686 | 99.9927 |
| Remote E-voting | 165 | 37997542 | 99.9964 |
| Total | 180 | 38011228 | 99.9964 |
(ii) Voted against the resolution:
| Particulars | members No. of present and voting (in person or by proxy) |
Number of votes cast by them |
% of total number of valid votes cast |
|---|---|---|---|
| Poll at AGM | 1 | 1 | 0.0073 |
| Remote E-voting | 5 | 1365 | 0.0036 |
| Total | 6 | 1366 | 0.0036 |
(iii) Invalid votes:
| Particulars | Total number of members (in person or by proxy) whose votes were declared invalid |
Total number of votes cast by Them |
|---|---|---|
| Poll at AGM | NIL | NIL |
| Remote E-voting | NIL | NIL |
| Total | NIL | NIL |
Result: Based on the aforesaid results, Ordinary Resolution as contained in item no. 3 of the Notice dated 25th June, 2019 has been passed with the requisite majority.
Arvind Kohli J Associates
Company Secretaries
199, Sector 7, Urban Estate, Gurugram 122001 Tel:- 91-12-4005260; Mobile: 98-110-26619 e-mail: arviialkohlkegmail.coin
Resolution No. 4 ORDINARY RESOLUTION
To appoint Mr. Puneet Yadu Dalmia (DIN: 00022633) as an Independent Director
(i) Voted in favour of the resolution:
| Particulars | members of No. present and voting (in person or by proxy) |
Number of votes cast by them |
of total number % of valid votes cast |
|---|---|---|---|
| Poll at AGM | 15 | 13686 | 99.9927 |
| Remote E-voting | 165 | 37997542 | 99.9964 |
| Total | 180 | 38011228 | 99.9964 |
(ii) Voted against the resolution:
| Particulars | members of No. present and voting (in person or by proxy) |
Number of votes cast by them |
of total number of % valid votes cast |
|---|---|---|---|
| Poll at AGM | 1 | 1 | 0.0073 |
| Remote E-voting | 5 | 1365 | 0.0036 |
| Total | 6 | 1366 | 0.0036 |
(iii) Invalid votes:
| Particulars | Total number of members (in person or by proxy) whose votes were declared invalid |
Total number of votes cast by Them |
|---|---|---|
| Poll at AGM | NIL | NIL |
| Remote E-voting | NIL | NIL |
| Total | NIL | NIL |
Result: Based on the aforesaid results, Ordinary Resolution as contained in item no. 4 of the Notice dated 25th June, 2019 has been passed with the requisite majority.

Arvind Koh d Associates
Company Secretaries
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 e-mail: [email protected]
Resolution No. 5 ORDINARY RESOLUTION
To appoint Mr. Yash Gupta (DIN 00299621) as an Independent Director
(i) Voted in favour of the resolution:
| Particulars | of members No. present and voting (in person or by proxy) |
Number of votes cast by them |
% of total number of valid votes cast |
|---|---|---|---|
| Poll at AGM | 15 | 13686 | 99.9927 |
| Remote E-voting | 165 | 37997542 | 99.9964 |
| Total | 180 | 38011228 | 99.9964 |
(ii) Voted against the resolution:
| Particulars | members of No. present and voting (in person or by proxy) |
Number of votes cast by them |
of total number of % valid votes cast |
|---|---|---|---|
| Poll at AGM | 1 | 1 | 0.0073 |
| Remote E-voting | 5 | 1365 | 0.0036 |
| Total | 6 | 1366 | 0.0036 |
(iii) Invalid votes:
| Particulars | Total number of members (in person or by proxy) whose votes were declared invalid |
Total number of votes cast by I hem |
|---|---|---|
| Poll at AGM | NIL | NIL |
| Remote E-voting | NIL | NIL |
| Total | NIL | NIL |
Result: Based on the aforesaid results, Ordinary Resolution as contained in item no. 5 of the Notice dated 25TH June, 2019 has been passed with the requisite majority.

Arvind Koh cf Associates
Company Secretaries
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 e-mail: [email protected]
Resolution No. 6 ORDINARY RESOLUTION
To amend the terms of appointment of Mr. Ashish Bharat Ram, Managing Director.
(i) Voted in favour of the resolution:
| Particulars | members of No. present and voting (in person or by proxy) |
Number of votes cast by them |
% of total number of valid votes cast |
|---|---|---|---|
| Poll at AGM | 15 | 13686 | 99.9927 |
| Remote E-voting | 176 | 41010437 | 99.9967 |
| Total | 191 | 41024123 | 99.9967 |
(ii) Voted against the resolution:
| Particulars | members No. of present and voting (in person or by proxy) |
Number of votes cast by them |
of total number % of valid votes cast |
|---|---|---|---|
| Poll at AGM | 1 | 1 | 0.0073 |
| Remote E-voting | 6 | 1366 | 0.0033 |
| Total | 7 | 1367 | 0.0033 |
(iii) Invalid votes:
| Particulars | Total number of members (in person or by proxy) whose votes were declared invalid |
Total number of votes cast by Them |
|---|---|---|
| Poll at AGM | NIL | NIL |
| Remote E-voting | NIL | NIL |
| Total | NIL | NIL |
Result: Based on the aforesaid results, Ordinary Resolution as contained in item no. 6 of the Notice dated 25th June, 2019 has been passed with the requisite majority.

Arvind k'ohli cc Associates
Company Secretaries
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 e-mail: [email protected]
Resolution No. 7 ORDINARY RESOLUTION
To ratify the remuneration of Cost Auditors for the financial year 2019-20
it Voted in favour of the resolution:
| Particulars | members of No. present and voting (in person or by proxy) |
Number of votes cast by them |
% of total number of valid votes cast |
|---|---|---|---|
| Poll at AGM | 15 | 13686 | 99.9927 |
| Remote E-voting | 182 | 42110690 | 99.9968 |
| Total | 197 | 42124376 | 99.9968 |
(ii) Voted against the resolution:
| Particulars | members No. of present and voting (in person or by proxy) |
Number of votes cast by them |
of total number of % valid votes cast |
|---|---|---|---|
| Poll at AGM | 1 | 1 | 0.0073 |
| Remote E-voting | 6 | 1366 | 0.0032 |
| 1368Total | 7 | 1367 | 0.0032 |
(iii) Invalid votes:
| Particulars | Total number of members (in person or by proxy) whose votes were declared invalid |
Total number of votes cast by Them |
|---|---|---|
| Poll at AGM | NIL | NIL |
| Remote E-voting | NIL | NIL |
| Total | NIL | NIL |
Result: Based on the aforesaid results, Ordinary Resolution as contained in item no. 7 of the Notice dated 25th June, 2019 has been passed with the requisite majority.

Arvind Koh d Associates
Company Secretaries
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 [email protected]
Resolution No. 8 SPECIAL RESOLUTION
To offer or invitation to subscribe to Redeemable Non Convertible Debentures of the Company on private placement.
(i) Voted in favour of the resolution:
| Particulars | of No. members present voting and (in person or by proxy) |
Number of votes cast by them |
of total number of % valid votes cast |
|---|---|---|---|
| Poll at AGM | 15 | 13686 | 99.9927 |
| Remote E-voting | 183 | 42110691 | 99.9968 |
| Total | 198 | 42124377 | 99.9968 |
(ii) Voted against the resolution:
| Particulars | of No. members present voting and (in person or by proxy) |
Number of votes cast by them |
of total number of % valid votes cast |
|---|---|---|---|
| Poll at AGM | 1 | 1 | 0.0073 |
| Remote E-voting | 5 | 1365 | 0.0032 |
| Total | 6 | 1366 | 0.0032 |
(iii) Invalid votes:
| Particulars | Total number of members (in person or by proxy) whose votes were declared invalid |
Total number of votes by cast Them |
|---|---|---|
| Poll at AGM | NIL | NIL |
| Remote E-voting | NIL | NIL |
| Total | NIL | NIL |
Result: Based on the aforesaid results, Special Resolution as contained in item no. 8 of the Notice dated 25th June, 2019 has been passed with the requisite majority.

Arvind Kohii d Associates
Company Secretaries
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 e-mail: [email protected]
Resolution No. 9 SPECIAL RESOLUTION
To adopt new Articles of Association of the Company.
(i) Voted in favour of the resolution:
| Particulars | members of No. present and voting (in person or by proxy) |
Number of votes cast by them |
% of total number of valid votes cast |
|---|---|---|---|
| Poll at AGM | 15 | 13686 | 99.9927 |
| Remote E-voting | 68 | 36828094 | 88.7714 |
| Total | 83 | 36841780 | 88.7751 |
(ii) Voted against the resolution:
| Particulars | members No. of present and voting (in person or by proxy) |
Number of votes cast by them |
of total number of % valid votes cast |
|---|---|---|---|
| Poll at AGM | 1 | 1 | 0.0073 |
| Remote E-voting | 110 | 4658356 | 11.2286 |
| Total | 111 | 4658357 | 11.2249 |
(iii) Invalid votes:
| Particulars | Total number of members (in person or by proxy) whose votes were declared invalid |
Total number of votes cast by Them |
|---|---|---|
| Poll at AGM | NIL | NIL |
| Remote E-voting | NIL | NIL |
| Total | NIL | NIL |
Result: Based on the aforesaid results, Special Resolution as contained in item no. 9 of the Notice dated 25th June, 2019 has been passed with the requisite majority.


Arvind Kohli car Associates
Company Secretaries
199, Sector 7, Urban Estate, Gurugram 122001 Tel :- 91-12-4005260; Mobile: 98-110-26619 e-mail: [email protected]
The Register, all other papers and relevant records relating to remote e-voting and Poll shall remain in my safe custody until the Chairman considers, approves and signs the Minutes of the aforesaid Annual General Meeting and the same will be handed over to the Company Secretary for safe keeping.

Place : Gurugram Date : 6th August, 2019
For Arvind Kohli & Associates Corririnycretaries Arvind Kohli
Proprietor M. No. FCS 4434, C.P. No. 2818
For SRF Limited
Managing Director Ashish Bharat Ram DIN 00671567 Address: 2, Silver Oak Avenue Westend Green Farms, Rajokari, New Delhi - 110038
