27th August, 2018

The Listing Department, National Stock Exchange of India Limited Exchange Plaza, C-1, Block-G Bandra Kurla complex, Bandra-East Mumbai-400 051 Stock code: STARCEMENT

BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai-400 001 Stock code: 540575

Dear Sir(s),

Sub: Minutes of the 17th Annual General Meeting of the Company

We are pleased to enclose herewith the copy of Minutes of the proceedings of the 17th Annual General Meeting of the Company held on Tuesday, 31st July, 2018 at 2:00 P.M at "Star Club", Vill: Lumshnong, P.O.: Khaliehriat, Dist.: East Jaintia Hills, Meghalaya – 793210.

This is for your information and record.

2 7 - 0 8 - 1 8

Thanking you, For Star Cement Limited

X D e b a b r a t a T h a k u r t a

C o m p a n y S e c r e t a r y S ig n e d b y : D E B A B R A T A T H A K U R T A Debabrata Thakurta (Company Secretary)

Encl. As stated

Minutes of the Seventeenth Annual General Meeting of the Shareholders of Star Cement Limited held on Tuesday, 31st July, 2018 at 2.00 p.m. at "Star Club", Vill. Lumshnong, P.O. Khaliehriat, Dist. East Jaintia Hills, Meghalaya - 793 210 and concluded at 3.15 p.m.

Present:

Mr. Sajjan Bhajanka		Chairman and MemberMember of Audit Committee and Stakeholder'sRelationship Committee
Mr. Mangilal Jain	$\frac{1}{2}$	Director and MemberChairman of Audit Committee and Nominationand Remuneration Committee
Mr. Santanu Ray	-	Director
Mrs. Plistina Dkhar		Director & Member

Total 99 members including 10 representations from Bodies Corporate representing 5,99,39,739 equity shares were present in person and 42 proxies representing 22,59,84,416 equity shares were present at the meeting.

$\overline{a}$	Chief Executive Officer & Member
$\omega$	Chief Financial Officer
$\overline{\phantom{a}}$	Company Secretary

	A practising Company Secretary as Scrutinizer

Chairman of the meeting

Mr. Sajjan Bhajanka, Chairman took the Chair for the Meeting.

Documents available for inspection

The Register of Directors and Key Managerial Personnel (KMP) and their Shareholdings maintained under Section 170 of the Companies Act, 2013 and other Statutory Registers and all other relevant documents including Auditor's Report and Secretarial Audit Report were placed at the meeting and remained open for inspection by the members during the meeting.

Ouorum

The Chairman, after confirmation from the Company Secretary that more than requisite quorum of 30 members were present at the meeting, announced that the requisite quorum as per Section 103 of the Companies Act, 2013 were present and called the meeting to order.

The Chairman welcomed all the members present at the meeting and introduced the Directors, Chief Executive Officer and Company Secretary present on the dias. The Chairman informed the members that Mr. Sanjay Agarwal, Mr. Rajendra Chamaria, Mr. Pankaj Kejriwal, Mr. Pramod Kumar Shah, Mr. Prem Kumar Bhajanka and Mrs. Ibaridor Katherine War are unable to attend the meeting due to their pre-occupation.

Brief of the Chairman's speech

The Chairman made a detailed presentation on the industrial scenario of the Country as well as performance of the Company. He also informed about business and financial performance of the Company, its subsidiary companies, future plan, outlook, business prospect etc.

COMPANNANCECTATION STAR CEMENT LIN

Business of the meeting

With the permission of the Members present, the Notice convening the meeting, the Audited Accounts and the Director's Report having been already circulated, were taken as read.

With the permission of the Chair, the Secretary read the Auditor's Report and mentioned that Auditor's Report does not contain any qualifications, observations or comments on financial transactions or matters, which have any adverse effect on the functioning of the Company. He also informed the members that the Secretarial Audit Report also does not contain any adverse qualifications, observations or comments.

Members were informed that pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Members were provided Remote e-voting facility through NSDL in respect of all items of business as contained in the notice of the 17th Annual General Meeting for exercising their vote. The e-voting was opened on Saturday, 28th July, 2018 from 09:00 A.M. and ended at 5.00 p.m. on Monday, 30th July, 2018. Md. Shahnawaz, Practising Company Secretary was appointed as Scrutinizer to scrutinize the Remote e-voting process in a fair and transparent manner.

Thereafter, the Chairman announced that facility for voting by ballot will be provided to the members present in person and through proxies who have not cast their vote by remote e-voting facility. He further stated that in light with the provisions of Section 108 and 114 of the Companies Act, 2013 read with General Circular No. 20/2014 dated 17th June, 2014 as issued by MCA, voting by show of hands became irrelevant. He briefed the members about objectives and implications of each item of business contained in the notice.

Then, the Chairman invited the members to offer their comments or seek clarifications, if any on the Annual Report and Annual Accounts and the members were requested to be brief in their observations and announce their name.

The members present expressed their satisfaction about Company's performance and recommendation to declare Final dividend of 100%. Members raised certain queries on performance, future prospect, upcoming projects and financials of the Company. Thereafter, the Chairman replied to their queries with satisfaction. Then the Chairman thanked the members for their interest in the Company.

Then, the Chairman read the Resolutions as follows:

ORDINARY BUSINESS Resolution No. 1 Ordinary Resolution

Consideration and Adoption of Audited Financial Statements (including audited consolidated financial statement) for the financial year ended 31st March, 2018 and the Reports of Board of Directors and Auditors thereon.

Proposed by: Mr. Deo Kumar Singh

Seconded by: Mr. Jyoti Prakash Sinha

CHAIRMAN'S INITIALS $\mathbf{r}^{\prime}$ $\int$ and $\sim$

"RESOLVED that the Audited Financial Statements (including Audited Consolidated Financial Statements) for the Financial Year ended 31st March, 2018 and the Reports of Directors and Auditors thereon be and are hereby approved and adopted."

STAR CEMENT LIMITE

Resolution No. 2 Ordinary Resolution

Declaration of a Final Dividend @ Re. 1/- per equity share of Face value of Re. 1/each for the Financial Year 2017 -18.

Proposed by: Mr. Ashish Mondal

Seconded by: Mr. Anjan Jyoti Barkotoky

"RESOLVED THAT Final Dividend @ Re. 1/- per equity share of Face value of Re. 1/each for the Financial Year 2017-18 as recommended by the Board of Directors at their meeting held on 17th May, 2018 be and is hereby declared."

Resolution No. 3 Ordinary Resolution

Appointment of a Director in place of Mr. Prem Kumar Bhajanka (DIN: 00591512) who retires by rotation and being eligible, offers himself for re-appointment.

Proposed by: Mr. Soumyajit Kar

Seconded by: Mr. K.V.S.L. Narasimha Murty

"RESOLVED that Mr. Prem Kumar Bhajanka (DIN: 00591512) who retires from the Board by rotation and being eligible for re-appointment, be and is hereby re-appointed a Director of the Company, liable to retire by rotation."

SPECIAL BUSINESS Resolution No. 4 Ordinary Resolution Appointment of Mr. Pramod Kumar Shah (DIN 00343256) as an Independent Director

Proposed by: Mr. Prabodh Mishra

Seconded by: Mr. Jitendra Kumar Gupta

"RESOLVED THAT pursuant to the provisions of Sections 149, 152 and any other applicable provisions of the Companies Act, 2013 ("Act") read with the rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) read with Schedule IV to the Act, Mr. Pramod Kumar Shah (DIN: 00343256), who was appointed as an Additional Director, in the capacity of an Independent Director of the Company with effect from 13th November, 2017 by the Board of Directors in terms of Section 161 of the Act and the Articles of Association of the Company and who holds office upto the date of this Annual General Meeting of the Company and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing his candidature for the office of Director of the Company, be and is hereby appointed as an Independent Director of the Company to hold office up to 31st March, 2020 and whose office shall not be liable to determination by retirement of Directors by rotation."

Mr. Sajjan Bhajanka being interested in the next item of business, entrusted the conduct of the proceeding pertaining to the said item to Mr. Mangilal Jain, Director and he took the Chair.

$M$

STAR CEMENT LIMI

Resolution No. 5 Special Resolution

Re-appointment of Mr. Sajjan Bhajanka as Managing Director

Proposed by: Mr. Devender Kumar Bansal

Seconded by: Mr. Ajit Chandra Saikia

"RESOLVED THAT pursuant to recommendation of the Nomination and Remuneration Committee and approval of the Board and pursuant to the provisions of Sections 196, 197 and 203 read with Schedule V and all other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), the consent of the members be and is hereby accorded to the re-appointment of Mr. Sajjan Bhajanka (DIN: 00246043) as Managing Director of the Company for a period of three years with effect from 1st April, 2018 on the terms and conditions including revised remuneration as set out th the explanatory statement and draft agreement entered into by the Company and Mr. Sajjan Bhajanka and as available to the inspection of the members:

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to vary the terms and conditions of re-appointment including increase of remuneration of Mr. Sajjan Bhajanka in such manner as may be agreed to between the Board and Mr. Sajjan Bhajanka, within the limits hereby sanctioned and within the overall ceiling of managerial remuneration provided under Section 197 of the Companies Act, 2013 or such other limits as may be prescribed from time to time;

RESOLVED FURTHER THAT the consent of the Members of the Company be and is hereby also accorded that where in any financial year the Company has no profits or inadequate profits, Managing Director of the Company be paid remuneration within the overall applicable limit as set out in the provisions of Schedule V to the Companies Act, 2013;

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board of Directors of the Company be and are hereby authorized to take such steps and actions and give such directions as may be, in its absolute discretion, deemed necessary and to settle any question that may arise in this regards."

Mr. Mangilal Jain handed over the Chair to Mr. Sajjan Bhajanka and he resumed the proceedings of the meeting.

Resolution No. 6 Special Resolution

Re-appointment of Mr. Sanjay Agarwal as Managing Director

Proposed by: Mr. Sushil Kumar Kulshretha

Seconded by: Mr. Baljit Singh

CHAIRMAN'S INITIALS $m1$

"RESOLVED THAT pursuant to recommendation of the Nomination and Remuneration Committee and approval of the Board and pursuant to the provisions of Certified to be true Copy STAR CEMENT LIMITED

COMPANY SECRETARY

Sections 196, 197 and 203 read with Schedule V and all other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), the consent of the members be and is hereby accorded to the re-appointment of Mr. Sanjay Agarwal (DIN: 00246132) as Managing Director of the Company for a period of three years with effect from 1st April, 2018 on the terms and conditions including revised remuneration as set out in the explanatory statement and draft agreement entered into by the Company and Mr. Sanjay Agarwal and as available to the inspection of the members;

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to vary the terms and conditions of re-appointment including increase of remuneration of Mr. Sanjay Agarwal in such manner as may be agreed to between the Board and Mr. Sanjay Agarwal, within the limits hereby sanctioned and within the overall ceiling of managerial remuneration provided under Section 197 of the Companies Act, 2013 or such other limits as may be prescribed from time to time;

Resolution No. 7 Special Resolution

Re-appointment of Mr. Rajendra Chamaria as Managing Director

Proposed by: Mr. Suraj Turaha

Seconded by: Mr. Ajit Chandra Saikia

"RESOLVED THAT pursuant to recommendation of the Nomination and Remuneration Committee and approval of the Board and pursuant to the provisions of Sections 196, 197 and 203 read with Schedule V and all other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), the consent of the members be and is hereby accorded to the re-appointment of Mr. Rajendra Chamaria (DIN: 00246171) as Managing Director of the Company for a period of three years with effect from 1st April, 2018 on the terms and conditions including revised remuneration as set out in the explanatory statement and draft agreement entered into by the Company and Mr. Rajendra Chamaria and as available to the inspection of the members;

Certified to be true Copy

STAR CEMENT LIMITED

and within the overall ceiling of managerial remuneration provided under Section 197 of the Companies Act, 2013 or such other limits as may be prescribed from time to time;

Resolution No. 8

Ordinary Resolution Ratification of remuneration payable to the Cost Auditors for the Financial year ending March 31, 2019

Proposed by: Mr. Sumit Kumar

Seconded by: Mr. Shiv Shankar Ray

"RESOLVED THAT pursuant to the provisions of Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the Company hereby ratifies and confirms the remuneration of Rs. 65,000 (Rupees Sixty Five Thousand only) to be paid to M/s. B. G. Chowdhury & Co., Cost Accountants (Firm Registration No. 000064), appointed by the Board of Directors as Cost Auditors to conduct the audit of the cost records of the Company for the Financial Year ending 31st March, 2019;

RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution."

Mr. Sajjan Bhajanka, Mr. Mangilal Jain and Mr. Santanu Ray being interested in the next item of business, therefore, the conduct of the proceeding pertaining to the said item was entrusted to Mrs. Plistina Dkhar and she took the Chair.

Resolution No. 9 Ordinary Resolution Approval for Material Related Party Transactions

Proposed by: Mr. Surya Prakash Shrimali

Seconded by: Mr. Shrawan Kumar Pandey

"RESOLVED THAT pursuant to Section 188 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Meeting of Board and its Powers) Rules, 2014 and in terms of applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or enactment thereof for the time being in force), and pursuant to the consent of the Audit Committee and the Board of Directors obtained at their respective meetings, consent and approval of the members of the STAR CEMENT LIMITED

Company be and is hereby accorded to the Board of Directors (which term shall include any Committee constituted by the Board or any person(s) authorized by the Board to exercise its power, including the powers conferred by this Resolution) for the arrangements/ transactions/ contracts (including any other transfer of resources, services or obligations) hitherto entered or to be entered into by the Company with related parties in the ordinary course of business and on arms' length basis as set out in the explanatory statement annexed to the notice convening this meeting, for financial years commencing from financial year 2018-19;

RESOLVED FURTHER THAT the consent of the members of the Company be and is hereby accorded to the Board of Directors of the Company, to do all such acts, deeds, matters and things as may be necessary, expedient or desirable including any negotiation/renegotiation/modification/ratification/amendments to or termination thereof, of the subsisting arrangements/ transactions/ contracts or any future arrangements/ transactions/ contracts and to make or receive/ pay monies or to perform all other obligations in terms of such arrangements/ transactions/ contracts with the Related parties."

Mrs. Plistina Dkhar handed over the Chair to Mr. Sajjan Bhajanka and he resumed the proceedings of the meeting.

Resolution No. 10 Ordinary Resolution Approval for revision in the remuneration of Related Party

Proposed by: Mr. Abhijit Chakrabnorty

Seconded by: Mr. Banshi Lal Suthar

"RESOLVED THAT pursuant to the provisions of section 188(1)(f) of the Companies Act, 2013 read with Companies (Meeting of Board and Its Powers) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013 including statutory modification(s) or re- enactment thereof for the time being in force and as may be enacted from time to time, the consent of the Members be and is hereby accorded to the revision in the remuneration of Mr. Rahul Chamaria, related party holding office or place of profit, w.e.f 1st August, 2018 as detailed in the Explanatory Statement.

RESOLVED FURTHER THAT the Nomination & Remuneration Committee/Board of Directors has the liberty to alter and vary such remuneration in accordance with the provisions of the Companies Act, 2013 to effect change in designation and responsibilities of the persons holding office or place of profit within the maximum limit approved by the shareholders.

Resolution No. 11 Ordinary Resolution Approval for revision in the remuneration of Related Party

Proposed by: Mr. Santosh Kumar Ray

Seconded by: Mr. K. Karunamoy Singha

"RESOLVED THAT pursuant to the provisions of section $188(1)(f)$ of the Companies Act, 2013 read with Companies (Meeting of Board and Its Powers) Rules, 2014 and

$5 - 11$

Certified to be true Copy

STAR CEMENT LIMITEL

other applicable provisions, if any, of the Companies Act, 2013 including statutory modification(s) or re- enactment thereof for the time being in force and as may be enacted from time to time, the consent of the Members be and is hereby accorded to the revision in the remuneration of Mr. Sachin Chamaria, related party holding office or place of profit, w.e.f 1st August, 2018 as detailed in the Explanatory Statement.

Voting through ballot

The Chairman informed the members present at the meeting, that the members present who could not avail remote e-voting option, can cast their vote though ballot and announced that Md. Shahnawaz, Scrutinizer to scrutinise the poll proceedings in accordance with Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014. The Scrutinizer showed empty ballot box to the members and locked the same in the presence of members.

However, shareholders present at the meeting have already exercised Remote e-voting option therefore, none of the shareholders opted to cast their vote through 'Ballot'.

The Chairman announced that the results of Remote e-voting shall be displayed on the Company's website as well as on the notice board of its Registered office and Corporate office within 2 days from the conclusion of the Annual General Meeting and the same would also be communicated to the Stock Exchanges where the shares of the Company are listed and also to NSDL.

The Chairman thereafter thanked the Members for their active participation, continuous support and encouragement over the years. The business of the 17th Annual General Meeting having been completed as per the Agenda, the requisite Quorum were present throughout the meeting. The Chairman declared the meeting as concluded.

A hearty vote of thanks to the Chair was carried with acclamation.

$\int_{\mathfrak{m}{1}^{2} \rightarrow \infty}^{\mathfrak{m}{2}} N_{\mathfrak{m}{1}} N{\mathfrak{m}_{2}} \sim 10^{-10}$

Place: Kolkata Date: 25.08.2018

CHAIRMAN

Certified to be true Copy STAR CEMENT LIMIT

Declaration of result of Remote e-voting at the meeting

The Scrutinizer's Report dated 31st July, 2018 as submitted by Md. Shahnawaz, Practising Company Secretary, inter alia containing the results of Remote e-voting was presented by the Scrutinizer to the Chairman on 31st July, 2018 after conclusion of the Annual General Meeting, in terms of which all resolutions as set out in the notice convening the 17th Annual General Meeting were duly approved by the members with requisite majority. The results were declared on 31st July, 2018 and immediately displayed on the Company's website as well as on the notice board of Registered office and Corporate Office of the Company and the same was also communicated to the Stock Exchanges where the shares of the Company are listed and also to NSDL.

The result as per the Scrutinizers Report on the Remote e-voting has been recorded hereunder as part of the proceedings of the Annual General meeting:

ORDINARY BUSINESS

Resolution 1: Ordinary Resolution

Receive, consider and adopt the Audited Financial Statements (including audited consolidated financial statements) of the Company for the Financial Year ended 31st March 2018 and the Reports of Board of Directors and Auditors thereon

(i) Voted in favour of the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	152	Nil	52
No. of Votes cast by them	368978119	Nil	368978119
% of total no. of valid vote cast	99.99	Nil	99.99

(ii) Voted against the resolution:

11.1.	Voting by Remotee-voting	Voting by BallotPaper
Number of Members voted		Nil
No. of Votes cast by them		Nil
% of total no. of valid vote cast	0.01	Nil

(iii) Invalid Votes:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil	Nil
Total No. of votes cast by them	Nil	Nil

Resolution 2: Ordinary Resolution

Declare a Final Dividend @ Re. 1/- per equity share of Face value of Re. 1/- each for the Financial Year $2017 - 18$ .

(i) Voted in favour of the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	53	Nil
No. of Votes cast by them	368978122	Nil	368978122
% of total no. of valid vote cast	100.00	Nil	100.00

STAR CEMENT LIMITED MPANY SECRETAR

Certified to be true Copy

STAR CEMENT LIMITED

COMPANY SECRETARY

(ii) Voted against the resolution:

	Voting by Remotee-voting	Voting by BallotPaper
Number of Members voted		Nil
No. of Votes cast by them	Nil	Nil
% of total no. of valid vote cast	Nil	Nil

(iii) Invalid Votes:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil	Nil
Total No. of votes cast by them	Nil	Nil	Nil

Resolution 3: Ordinary Resolution

Appoint a Director in place of Mr. Prem Kumar Bhajanka (DIN: 00591512), who retires by rotation and being eligible, offers himself for re-appointment.

(i) Voted in favour of the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	30	Nil	130
No. of Votes cast by them	304301842	Nil	304301842
% of total no. of valid vote cast	93.19	Nil	93.19

(ii) Voted against the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted		Nil
No. of Votes cast by them	22242608	Nil	22242608
% of total no, of valid vote cast	6.81	Nil	6.81

(iii) Invalid Votes:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil	Nil
Total No. of votes cast by them		Nil	Nil

SPECIAL BUSINESS

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Resolution 4: Ordinary Resolution

Appointment of Mr. Pramod Kumar Shah (DIN: 00343256) as an Independent Director of the Company to hold office up to March 31, 2020.

(i) Voted in favour of the resolution:

CHAIRMAN'S		Voting by Remotee-voting	Voting by BallotPaper	Total
INITIALS	Number of Members voted	48	Nil
	No. of Votes cast by them	368977767	Nil	368977767

	MINUTE BOOKTRANSPORT THE AFTER DEVELOPING THE CONTRACTOR OF THE CONTRACTOR CONTRACTOR
% of total no. of valid vote cast	99.99	Nil	$\alpha$

(ii) Voted against the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted		Nil
No. of Votes cast by them	294	Nil	294
% of total no. of valid vote cast	0.01	Nil

(iii) Invalid Votes:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil	Nil
Total No. of votes cast by them	Nil	Nil	Nil 1

Resolution 5: Special Resolution

Re-appointment of Mr. Sajjan Bhakanka (DIN: 00246043) as Managing Director of the Company for a period of three years with effect from April 1, 2018, on the terms and conditions including revised remuneration as set out in the explanatory statement to the Notice of AGM and the agreement entered into by the Company and Mr. Sajjan Bhajanka.

(i) Voted in favour of the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	139	Nil	39
No. of Votes cast by them	279483841	Nil	279483841
% of total no. of valid vote cast	99.99	Nil	99.99

(ii) Voted against the resolution:

	Voting by Remotee-voting	Voting by BallotPaper
Number of Members voted		Nil
No. of Votes cast by them		Nil
% of total no, of valid vote cast	0.0

(iii) Invalid Votes:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil
Total No. of votes cast by them	Nil

Resolution 6: Special Resolution

Re-appointment of Mr. Sanjay Agarwal (DIN: 00246132) as Managing Director of the Company for a period of three years with effect from April 1, 2018, on the terms and conditions including revised remuneration as set out in the explanatory statement to the Notice of AGM and agreement entered into by the Company and Mr. Sanjay Agarwal.

(i) Voted in favour of the resolution:

Voting by Remotee-voting	Voting by BallotPaper	Total

STAR CEMENT LIMITED

COMPANY SECRETAR

SALESMAN	×
$(P_0, P_1)$

Certified to be true Copy

STAR CEMENT LIMITED

COMPANY SECRETARY

$\mathbf{A}$

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	144	Nil	14.1
No. of Votes cast by them	$-311091388$	Nil	311091388
% of total no, of valid vote cast	99.99	Nil	99.99
Voted against the resolution!(ii)
≁	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	3	Nil
No. of Votes cast by them	294	Nil	294
% of total no. of valid vote cast	0.01	Nil	0.01

(iii) Invalid Votes:		$\mathcal{M} \cdot \mathcal{C} = \mathcal{L} \cdot \mathcal{D}$ and $\mathcal{C} = \mathcal{M}$ at $\mathcal{D} \cdot \mathcal{D}$ and $\mathcal{D} \cdot \mathcal{D}$	$T_{\alpha}$ tol

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil	Nil
Total No. of votes cast by them	Nil	Nil

Resolution 7: Special Resolution

Re-appointment of Mr. Rajendra Chamaria (DIN: 00246171) as Managing Director of the Company for a period of three years with effect from April 1, 2018 on the terms and conditions including revised remuneration as set out in the explanatory statement to the Notice of AGM and agreement entered into by the Company and Mr. Rajendra Chamaria.

(i) Voted in favour of the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	126	Nil	126
No. of Votes cast by them	277020485	Nil	277020485
% of total no. of valid vote cast	92.91	Nil	92.9

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted		Nil
No. of Votes cast by them	21154141	Nil	21154141
% of total no. of valid vote cast	7.09	Nil	7.09

(iii) Invalid Votes:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil	Nil
Total No. of votes cast by them	Nil	Nil	Nil

Resolution 8: Ordinary Resolution

$Im2$

Ratification of Remuneration payable to M/s. B. G. Chowdhury & Co., Cost Auditors (Firm Registration No. 000064) for the Financial Year ending March 31, 2019.

Voted in favour of the resolution: $(i)$

MINUTE BOOK Voting by Remote Voting by Ballot Total e-voting Paper Number of Members voted 149 Nil 149 368977925 368977925 No. of Votes cast by them Nil 99.99 Nil 99.99 % of total no. of valid vote cast

(ii) Voted against the resolution:

	Voting by Remotee-voting	Voting by BallotPaper
Number of Members voted		Nil
No. of Votes cast by them	Q7	Nil.
% of total no, of valid vote cast	0.01	Nil

(iii) Invalid Votes:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil	Vil
Total No. of votes cast by them	Nil	Nil

Resolution 9: Ordinary Resolution

Approval of Material Related Party transactions pursuant to Section 188 entered into with related parties in the ordinary course of business and on arms' length basis as set out in the explanatory statement to the notice of AGM, for financial years commencing from financial year 2018-19.

(i) Voted in favour of the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	10	Nil	10 1
No. of Votes cast by them	102478218	Nil	102478218
% of total no, of valid vote cast	94.57	Nil	94.57

(ii) Voted against the resolution:	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted		Nil
No. of Votes cast by them	5882973	Nil	5882973
% of total no, of valid vote cast	543	Nil	543

(iii) Invalid Votes:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil	Nil	Ni
Total No. of votes cast by them	Nil	Nil	Ni

Resolution 10: Ordinary Resolution

Approval for revision in the remuneration of Mr. Rahul Chamaria, related party holding office or place of profit w.e.f August 1, 2018 as detailed in the explanatory statement to the notice of the AGM.

$(i)$ Voted in favour of the resolution: Voting by Remote Voting by Ballot Total e-voting Paper

Certified to be true Copy STAR CEMENT LIMITED COMPANY SECRETAR $\boldsymbol{\mu}$

CHAIRMAN'S INITIALS

$M$

ξq	OyDeep

Number of Members voted		Nil
No. of Votes cast by them	280363345	Nil	280363345
% of total no, of valid vote cast	94.03

(ii)	Voted against the resolution:
------	-------------------------------

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted		Nil
No. of Votes cast by them	17811306	Nil	17811306
% of total no. of valid vote cast	597	Nil	5.9

(iii) Invalid Votes:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted	Nil	Nil	Nil
Total No. of votes cast by them	Nil	Nil	Nil

Resolution 11: Ordinary Resolution

Approval for revision in the remuneration of Mr. Sachin Chamaria, related party holding office or place of profit w.e.f 1st August, 2018, as detailed in the explanatory statement to the notice of the AGM..

(i) Voted in favour of the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted		Nil
No. of Votes cast by them	280362315	Nil	280362315
% of total no. of valid vote cast	94.03	Nil

(ii) Voted against the resolution:

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted		Nil
No. of Votes cast by them	17812336	Nil	17812336
% of total no. of valid vote cast	5.97	Nil

	Voting by Remotee-voting	Voting by BallotPaper	Total
Number of Members voted		Nil
Total No. of votes cast by them		Nil

$Sain$ - Mag-10

Place: KOLKATA Date: 25.08.2018

CHAIRMAN

CHAIRMAN'S INITIALS

Date of Entry in Minutes Book: 25.08.2018

STAR CEMENT LIMITED SECRETARY YMPANY

AI assistant

Star Cement Limited — AGM Information 2018

61402_rns_2018-08-27_a97aa992-7330-42b7-82f3-9f80fc579ff7.pdf

Sub: Minutes of the 17th Annual General Meeting of the Company

Present:

Chairman of the meeting

Documents available for inspection

Ouorum

Brief of the Chairman's speech

Business of the meeting

Resolution No. 2 Ordinary Resolution

Resolution No. 3 Ordinary Resolution

Appointment of a Director in place of Mr. Prem Kumar Bhajanka (DIN: 00591512) who retires by rotation and being eligible, offers himself for re-appointment.

Re-appointment of Mr. Sajjan Bhajanka as Managing Director

Re-appointment of Mr. Rajendra Chamaria as Managing Director

Resolution No. 8

Resolution No. 9 Ordinary Resolution Approval for Material Related Party Transactions

Voting through ballot

Declaration of result of Remote e-voting at the meeting

ORDINARY BUSINESS

Resolution 1: Ordinary Resolution

(i) Voted in favour of the resolution:

(ii) Voted against the resolution:

(iii) Invalid Votes:

Resolution 2: Ordinary Resolution

(i) Voted in favour of the resolution:

SPECIAL BUSINESS

(iii) Invalid Votes:

Resolution 5: Special Resolution

(i) Voted in favour of the resolution:

(ii) Voted against the resolution:

(iii) Invalid Votes:

Resolution 6: Special Resolution

(i) Voted in favour of the resolution:

(iii) Invalid Votes:

Resolution 8: Ordinary Resolution

(ii) Voted against the resolution:

(iii) Invalid Votes:

Resolution 9: Ordinary Resolution

Resolution 10: Ordinary Resolution

(iii) Invalid Votes:

Resolution 11: Ordinary Resolution

(ii) Voted against the resolution:

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Star Cement Limited AGM Information 2018