Sterlite Technologies Limited. — Regulatory Filings 2021

Aug 26, 2021

www.stl.tech

August 26, 2021

National Stock Exchange of India Limited Exchange Plaza, 5th Floor, Plot No. C-1, G Block,

Bandra Kurla Complex, Bandra (East)

Scrip Code : 532374; Scrip Id : STLTECH

BSE Limited Phirozee Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 Symbol : STLTECH

Sub: Voting Results of Annual General Meeting of the Company

Ref: Regulation 44 of the SEBI Listing Regulations

Dear Sir / Madam,

Mumbai - 400 051

The Annual General Meeting of the Company was held today i.e. Thursday, August 26, 2021 at 9.00 a.m. IST through Video Conferencing/ Other Audio Visual Means.

We enclose herewith the voting results as per Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, along with the Scrutinizers' Report thereon.

Kindly take this on your record and acknowledge the same.

Yours faithfully,

For Sterlite Technologies Limited

Amit Deshpande Corporate General Counsel & Company Secretary (ACS 17551)

Enclosure: As above

Resolution No.	1
Resolution required: (Ordinary/ Special)		ORDINARY - a) To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2021 and the reports of the Board of Directors and the Auditors thereon. b) To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2021 and the Report of the Auditors thereon.
Whether promoter/ promoter group are
interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held (1)	No. of votes polled (2)	% of Votes Polled on outstanding shares (3)=[(2)/(1)]* 100	No. of Votes – in favour (4)	No. of Votes – against (5)	% of Votes in favour on votes polled (6)=[(4)/(2)]*100	% of Votes against on votes polled (7)=[(5)/(2)]*100	Votes Invalid	Votes Abstained
	E-Voting		215,427,766	99.9926	215,427,766	0	100.0000	0.0000		0 0
	Poll		0	0.0000	0	0	0.0000	0.0000		0 0
	Postal Ballot (if	215,443,766
Promoter and Promoter Group	applicable)		0	0.0000	0	0	0.0000	0.0000		0 0
	Total		215,427,766	99.9926	215,427,766	0	100.0000	0.0000		0 0
	E-Voting		47,595,598	92.7664	47,595,598	0	100.0000	0.0000		0 48,187
	Poll	51,306,948	0	0.0000	0	0	0.0000	0.0000		0 0
	Postal Ballot (if
Public- Institutions	applicable)		0	0.0000	0	0	0.0000	0.0000		0 0
	Total		47,595,598	92.7664	47,595,598	0	100.0000	0.0000		0 48187
	E-Voting		15,161,863	11.6573	15,158,314	3,549	99.9765	0.0234		0 516
	Poll	130,063,346	427,545	0.3287	427,545	0	100.0000	0.0000		0 0
	Postal Ballot (if
Public- Non Institutions	applicable)		0	0.0000	0	0	0.0000	0.0000		0 0
	Total		15,589,408	11.986	15,585,859	3,549	99.9772	0.0228		0 516
	Total	396,814,060	278,612,772	70.2124	278,609,223	3,549	99.9987	0.0013		0 48703

	STERLITE TECHNOLOGIES LIMITED
Date of the AGM/EGM	26-08-2021
Total number of shareholders on record date	186511
No. of shareholders present in the meeting either in person or through proxy:
Promoters and Promoter Group:	Not Applicable
Public:	Not Applicable
No. of Shareholders attended the meeting through Video Conferencing
Promoters and Promoter Group:	4
Public:	108

Resolution No.
Resolution required: (Ordinary/ Special)		ORDINARY - To declare Dividend of Rs. 2 per Equity Share for the financial year ended March 31, 2021.
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held $(1)$	No. of votes polled (2)	% of Votes Polled No. of Votes – in on outstanding shares $(3)=[(2)/(1)]*100$	favour $(4)$	No. of Votes- against (5)	% of Votes in favour on votes polled	% of Votes against on votes polled $(6)=[(4)/(2)]100$ $(7)=[(5)/(2)]100$	Votes Invalid	Votes Abstained
	E-Voting		215,427,766	99.9926	215,427,766		100.0000	0.0000
	Poll	215,443,766		0.0000			0.0000	0.0000
	Postal Ballot (if
Promoter and Promoter Group	applicable)			0.0000			0.0000	0.0000
	Total		215,427,766	99.9926	215,427,766		100.0000	0.0000
	E-Voting		47,643,785	92.8603	47,643,785		100.0000	0.0000
	Poll	51,306,948		0.0000			0.0000	0.0000
Public-Institutions	Postal Ballot (if applicable)			0.0000			0.0000	0.0000
	Total		47,643,785	92.8603	47,643,785		100.0000	0.0000		$\Omega$
	E-Voting		15,161,363	11.6569	15,156,687	4,676	99.9691	0.0308		1,016
	Poll	130,063,346	427,545	0.3287	427,545		100.0000	0.0000		0
	Postal Ballot (if
Public-Non Institutions	applicable)			0.0000			0.0000	0.0000
	Total		15,588,908	11.9856	15,584,232	4,676	99.9700	0.0300		1016
	Total	396,814,060	278,660,459	70.2244	278,655,783	4,676	99.9983	0.0017		1016

Resolution No.
Resolution required: (Ordinary/ Special)		ORDINARY - To appoint a Director in place of Mr. Anil Kumar Agarwal (DIN 00010883), who retires by rotation and being eligible, offers himself for re-appointment.
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held $(1)$	No. of votes polled (2)	% of Votes Polled No. of Votes – in on outstanding shares $(3)=[(2)/(1)]*100$	favour (4)	No. of Votes- against (5)	% of Votes in favour on votes polled	% of Votes against on votes polled $(6)=[(4)/(2)]100$ $(7)=[(5)/(2)]100$	Votes Invalid	Votes Abstained
	E-Voting		215,427,766	99.9926	215,427,766		100.0000	0.0000
	Poll			0.0000			0.0000	0.0000
	Postal Ballot (if	215,443,766
Promoter and Promoter Group	applicable)			0.0000			0.0000	0.0000
	Total		215,427,766	99.9926	215,427,766		100.0000	0.0000
	E-Voting		47,643,785	92.8603	9,151,890	38,491,895	19.2089	80.7910
	Poll			0.0000			0.0000	0.0000
	Postal Ballot (if	51,306,948
Public-Institutions	applicable)			0.0000			0.0000	0.0000
	Total		47,643,785	92.8603	9,151,890	38,491,895	19.2090	80.7910
	E-Voting		15,037,072	11.5613	1,955,462	13,081,610	13.0042	86.9957		125,172
	Poll		427,545	0.3287	427,490	55	99.9871	0.0128
	Postal Ballot (if	130,063,346
Public-Non Institutions	applicable)			0.0000			0.0000	0.0000
	Total		15,464,617	11.89	2,382,952	13,081,665	15.4091	84.5909		125172
	Total	396,814,060	278,536,168	70.1931	226,962,608	51,573,560	81.4841	18.5159		125172

A. U. Des Marde

Resolution No.
Resolution required: (Ordinary/ Special)		ORDINARY - To appoint Mr. S Madhavan as an Independent Director
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held $(1)$	No. of votes polled (2)	% of Votes Polled No. of Votes – in on outstanding shares $(3)=[(2)/(1)]*100$	favour (4)	No. of Votes- against (5)	% of Votes in favour on votes polled	% of Votes against on votes polled $(6)=[(4)/(2)]100$ $(7)=[(5)/(2)]100$	Votes Invalid	Votes Abstained
	E-Voting		215,427,766	99.9926	215,427,766		100.0000	0.0000
	Poll	215,443,766		0.0000			0.0000	0.0000
Promoter and Promoter Group	Postal Ballot (if applicable)			0.0000			0.0000	0.0000
	Total		215,427,766	99.9926	215,427,766		100.0000	0.0000
	E-Voting		47,643,785	92.8603	42,278,495	5,365,290	88.7387	11.2612
	Poll	51,306,948		0.0000			0.0000	0.0000
Public-Institutions	Postal Ballot (if applicable)			0.0000			0.0000	0.0000
	Total		47,643,785	92.8603	42,278,495	5,365,290	88.7387	11.2613		$\Omega$
	E-Voting		15,152,614	11.6502	15,143,315	9,299	99.9386	0.0613		9,065
	Poll	130,063,346	427,490	0.3287	427,490		100.0000	0.0000		55
Public-Non Institutions	Postal Ballot (if applicable)			0.0000			0.0000	0.0000
	Total		15,580,104	11.9789	15,570,805	9,299	99.9403	0.0597		9120
	Total	396,814,060	278,651,655	70.2222	273,277,066	5,374,589	98.0712	1.9288		9120

Resolution No.
Resolution required: (Ordinary/ Special)		ORDINARY - To appoint Mr. B J Arun as an Independent Director
Whether promoter/ promoter group are	No
interested in the agenda/resolution?
Category	Mode of Voting	No. of shares	No. of votes	% of Votes Polled No. of Votes – in		No. of Votes-	% of Votes in	% of Votes	Votes Invalid	Votes Abstained
		held $(1)$	polled (2)	on outstanding	$\vert$ favour (4)	against (5)	favour on votes	against on votes
				shares			polled	polled
				$(3)=[(2)/(1)]*100$				$(6)=[(4)/(2)]100$ $(7)=[(5)/(2)]100$
	E-Voting		215,427,766	99.9926	215,427,766		100.0000	0.0000
	Poll	215,443,766		0.0000			0.0000	0.0000
	Postal Ballot (if
Promoter and Promoter Group	applicable)			0.0000			0.0000	0.0000
	Total		215,427,766	99.9926	215,427,766		100.0000	0.0000
	E-Voting		47,643,785	92.8603	47,592,102	51,683	99.8915	0.1084
	Poll	51,306,948		0.0000			0.0000	0.0000
	Postal Ballot (if
Public-Institutions	applicable)			0.0000			0.0000	0.0000
	Total		47,643,785	92.8603	47,592,102	51,683	99.8915	0.1085		$\Omega$
	E-Voting		15,152,614	11.6502	15,143,115	9,499	99.9373	0.0626		9,065
	Poll	130,063,346	427,490	0.3287	427,490		100.0000	0.0000		55
	Postal Ballot (if
Public- Non Institutions	applicable)			0.0000			0.0000	0.0000
	Total		15,580,104	11.9789	15,570,605	9,499	99.9390	0.0610		9120
	Total	396,814,060	278,651,655	70.2222	278,590,473	61,182	99.9780	0.0220		9120

A.V. Dustparate

Resolution No.
Resolution required: (Ordinary/ Special)		SPECIAL - To appoint Mr. Ankit Agarwal as a Whole-Time Director
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held $(1)$	No. of votes polled (2)	% of Votes Polled No. of Votes – in on outstanding shares $(3)=[(2)/(1)]*100$	favour (4)	No. of Votes- against (5)	% of Votes in favour on votes polled	% of Votes against on votes polled $(6)=[(4)/(2)]100$ $(7)=[(5)/(2)]100$	Votes Invalid	Votes Abstained
	E-Voting		215,427,766	99.9926	215,427,766		100.0000	0.0000
	Poll	215,443,766		0.0000			0.0000	0.0000
	Postal Ballot (if
Promoter and Promoter Group	applicable)			0.0000			0.0000	0.0000
	Total		215,427,766	99.9926	215,427,766		100.0000	0.0000
	E-Voting		47,407,047	92.3989	9,787,266	37,619,781	20.6451	79.3548		236,738
	Poll	51,306,948		0.0000			0.0000	0.0000
Public-Institutions	Postal Ballot (if applicable)			0.0000			0.0000	0.0000
	Total		47,407,047	92.3989	9,787,266	37,619,781	20.6452	79.3548		236738
	E-Voting		15,028,207	11.5545	1,948,224	13,079,983	12.9637	87.0362		133,472
	Poll		427,490	0.3287	427,490		100.0000	0.0000		55
	Postal Ballot (if	130,063,346
Public-Non Institutions	applicable)			0.0000			0.0000	0.0000
	Total		15,455,697	11.8832	2,375,714	13,079,983	15.3711	84.6289		133527
	Total	396,814,060	278,290,510	70.1312	227,590,746	50,699,764	81.7817	18.2183		370265

Resolution No.
Resolution required: (Ordinary/ Special)		ORDINARY - To approve remuneration of Cost Auditor
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held $(1)$	No. of votes polled (2)	% of Votes Polled No. of Votes – in on outstanding shares $(3)=[(2)/(1)]$ * 100	favour (4)	No. of Votes- against (5)	% of Votes in favour on votes polled	% of Votes against on votes polled $(6)=[(4)/(2)]100$ $(7)=[(5)/(2)]100$	Votes Invalid	Votes Abstained
	E-Voting		215,427,766	99.9926	215,427,766		100.0000	0.0000
	Poll	215,443,766		0.0000			0.0000	0.0000
Promoter and Promoter Group	Postal Ballot (if applicable)			0.0000			0.0000	0.0000
	Total		215,427,766	99.9926	215,427,766		100.0000	0.0000
	E-Voting		47,643,785	92.8603	47,643,785		100.0000	0.0000
	Poll	51,306,948		0.0000			0.0000	0.0000
Public-Institutions	Postal Ballot (if applicable)			0.0000			0.0000	0.0000
	Total		47,643,785	92.8603	47,643,785		100.0000	0.0000		$\overline{0}$
	E-Voting		15,156,893	11.6535	15,149,920	6,973	99.9539	0.0460		2,336
	Poll	130,063,346	427,545	0.3287	427,545		100.0000	0.0000		0
Public- Non Institutions	Postal Ballot (if applicable)			0.0000			0.0000	0.0000
	Total		15,584,438	11.9822	15,577,465	6,973	99.9553	0.0447		2336
	Total	396,814,060	278,655,989	70.2233	278,649,016	6,973	99.9975	0.0025		2336

A U DU Harde

Resolution No.
Resolution required: (Ordinary/ Special)		SPECIAL - To approve Divestment / dilution / disposal of investment in subsidiaries
Whether promoter/ promoter group are interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held $(1)$	No. of votes polled (2)	% of Votes Polled No. of Votes - in on outstanding shares $(3)=[(2)/(1)]$ * 100	favour (4)	No. of Votes- against (5)	% of Votes in favour on votes polled (6)=[(4)/(2)]*100	% of Votes against on votes polled $(7)=[(5)/(2)]*100$	Votes Invalid	Votes Abstained
	E-Voting		215,427,766	99.9926	215,427,766		100.0000	0.0000
	Poll	215,443,766		0.0000			0.0000	0.0000
	Postal Ballot (if
Promoter and Promoter Group	applicable)			0.0000			0.0000	0.0000
	Total		215,427,766	99.9926	215,427,766		100.0000	0.0000
	E-Voting		47,407,047	92.3989	2,478,962	44,928,085	5.2291	94.7708		236,738
	Poll	51,306,948		0.0000			0.0000	0.0000
	Postal Ballot (if
Public-Institutions	applicable)			0.0000			0.0000	0.0000
	Total		47,407,047	92.3989	2,478,962	44,928,085	5.2291	94.7709		236738
	E-Voting		15,156,949	11.6535	2,071,231	13,085,718	13.6652	86.3347		2,280
	Poll	130,063,346	427,545	0.3287	427,545		100.0000	0.0000
	Postal Ballot (if
Public- Non Institutions	applicable)			0.0000			0.0000	0.0000
	Total		15,584,494	11.9822	2,498,776	13,085,718	16.0337	83.9663		2280
	Total	396,814,060	278,419,307	70.1637	220,405,504	58,013,803	79.1632	20.8368		239018

A. U. Dustporate

Resolution No.	l9
Resolution required: (Ordinary/ Special)		SPECIAL - Raising of the funds through Qualified Institutional Placement (QIP) / External Commercial Borrowings (ECBs) with rights of conversion into Shares / Foreign Currency Convertible Bonds (FCCBs) / American Depository Receipts (ADRs) / Global Depository Receipts (GDRs) /Optionally or Compulsorily Convertible Redeemable Preference Shares (OCPs/CCPs) etc. pursuant to Section 62 of Companies Act, 2013.
Whether promoter/ promoter group are
interested in the agenda/resolution?	No
Category	Mode of Voting	No. of shares held $(1)$	No. of votes polled (2)	% of Votes Polled No. of Votes - in on outstanding shares $(3)=[(2)/(1)]*100$	favour (4)	No. of Votes- against (5)	% of Votes in Ifavour on votes polled $(6)=[(4)/(2)]*100$	% of Votes against on votes polled $(7)=[(5)/(2)]*100$	Votes Invalid	Votes Abstained
	E-Voting		215,427,766	99.9926	215,427,766		100.0000	0.0000	ി
	Poll	215,443,766		0.0000			0.0000	0.0000
	Postal Ballot (if
Promoter and Promoter Group	applicable)			0.0000			0.0000	0.0000
	Total		215,427,766	99.9926	215,427,766		100.0000	0.0000
	E-Voting		47,643,785	92.8603	47,595,598	48,187	99.8988	0.1011
	Poll	51,306,948		0.0000			0.0000	0.0000
	Postal Ballot (if
Public-Institutions	applicable)			0.0000			0.0000	0.0000
	Total		47,643,785	92.8603	47,595,598	48,187	99.8989	0.1011		$\Omega$
	E-Voting		15,156,168	11.6529	15,143,223	12,945	99.9145	0.0854		3,061
	Poll	130,063,346	427,545	0.3287	427,490	55	99.9871	0.0128		0
	Postal Ballot (if
Public- Non Institutions	applicable)			0.0000			0.0000	0.0000
	Total		15,583,713	11.9816	15,570,713	13,000	99.9166	0.0834		3061
	Total	396,814,060	278,655,264	70.2231	278,594,077	61,187	99.9780	0.0220		3061

A. U. Dustporate

Combined Scrutinizer's Report on Remote E-voting & E-Voting conducted dutiRE:pany Se cre taries 22nd Annual General Meeting of Sterlite Technologies Limited held on Thursday, August 26, 2021

To, The Chairman, Sterlite Technologies Limited 4th Floor, Godrej Millenium, Koregaon Road 9, STS 12/1, Pune 411001

... ,

22nd Annual General Meeting (AGM) of the Equity Shareholders of Sterlite Technologies Limited held on Thursday, August 26, 2021 by means of Video Conferencing (VC) / Other Audio Visual Means (OAVM) commenced at 9.00 a.m. (1ST)

Sub: Passing of Resolution(s) through electronic voting pursuant to section 108 of the Companies Act 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended, the General Circulars No. 20/2020 dated May 5, 2020 and 02/2021 dated January 13, 2021, read with circulars dated April 8, 2020 April 13, 2020 and 13th January 2021 issued by the Minsitry of Corporate Affairs (MCA) and in accordance with the circular dated May 12, 2020 read with circular dated January 15, 2021 issued by the Securities and Exchange Board of India (SEBI) commonly referred to as "Applicable Circulars".

I, B. Narasimhan, Proprietor of B N & Associates, Companies Secretaries, have been appointed pursuant to resolution passed by the Board of Directors of Sterlite Technologies Limited (hereinafter referred to as the "Company") at its Meeting held on July 22, 2021, as the Scrutinizer for the Remote E-voting process as well as to scrutinize the electronic voting (E-Voting) conducted during the 22nd AGM pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and in accordance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended by the Applicable Circulars issued in this connection both by MCA and SEBI, providing relaxation for the manner in which the AGM shall be held and conducted through VC or OAVM.

The Applicable Circulars provide for relaxation in the manner in which the AGM will be held including the manner of sending the Notices and Annual Reports to the shareholders and the manner of voting at the meeting, which was necessitated on account of the outbreak of COVID -19 (CORONAVIRUS) pandemic. I say, I am familiar and well versed with the concept of electronic voting system as prescribed under the said Rules and the relaxations as provided in the Applicable Circulars.

As mentioned in the Notice, the proceedings of the 22nd AGM will be deemed to be conducted at the Registered Office of the Company which shall be the deemed Venue of the AGM. ~

Report on Scrutiny:

The Company had appointed KFin Technologies Private Limited ('KFIN') as the Service provider, for the purpose of extending the facility of Remote E-Voting to the Members of the Company and for voting electronically at the meeting.

KFIN are also the Registrar and Transfer Agents ('RTA') of the Company.

• The Service Provider had provided a system for recording the votes of the Members electronically through remote e-voting as well as at the meeting on all the items of the business sought to be transacted in the 22nd AGM of the Company, which was held on Thursday 26th August, 2021.
• The Service Provider had set up electronic voting facility on their website, https://www.evoting.kfintech.com . The Company had uploaded all the items of the business to be transacted at the AGM on the website of the Company and also it's Service Provider and also on the websites of Stock Exchanges viz BSE Limited and National Stock Exchange of India Limited to facilitate their Members to cast their vote through Remote E-Voting.
• The Management of the Company is responsible for ensuring compliance with the requirements of the Act and the Rules there under and SEBI Listing Regulations.
• My responsibility as the Scrutinizer of the voting process (through E-voting), was restricted to scrutinize the E-voting process, in a fair and transparent manner and to prepare a Scrutinizer's Report of the votes cast in favour and against the resolutions stated in the Notice, based on the reports generated from the E-voting system provided by KFIN the service provider .
• As provided in the Applicable Circulars, the Company had advertised in the newspapers, asking members who have not registered their email ids with the Company or KFIN or with the respective Depository Participant viz. National Securities Depository Limited ("NSDL") and the Central Depository Services (India). Limited ("CDSL") to do so and to the extent, details were provided by the shareholders were considered for sending the Notice of the AGM and Annual Report 2020-21.
• The service provider had sent the Notice of the AGM along with Annual Report 2020-21 and E-voting details by email to 1,58,753 Members, , whose email Ids were made available by the Depositories or were registered with the Company / KFIN. For those Members whose email ids were not available / registered, the Notice of the AGM along with Annual Report 2020-21 could not be sent. The Notices sent through email contained the detailed procedure to be followed by the Members who were desirous of casting their votes electronically as provided in the Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended and as provided in the Applicable Circulars.
• The Company completed the dispatch of Notice of AGM and Annual Report 2020-21 by email to the Members by 3rd August 2021.
• The Cut-off date for the purposes of identifying the Members who will be entitled to vote on ... the resolutions placed for approval of the Members was Thursday 19th August, 2021.
• As prescribed in the aforesaid Rules, the Remote E-Voting facility was kept open for Three days from Monday, 23rd August, 2021 at 10.00 A.M. to Wednesday, 25th August 2021 at 5:00 P.M.
• As prescribed in clause IV of the Circular dated 5th May, 2020 issued by MCA, which is formimg part of the Applicable Circulars, the Company had released an advertisement prior to sending Notice of AGM to the Members which was published in English in 'Business Standard' newspaper having country-wide circulation dated 2nd August, 2021 , and in Marathi in 'Loksatta' Newspaper, Pune edition dated 2nd August, 2021. The Notice of AGM contained the required information as provided under clause IV (a) to •(f) of the said circular.

~~ Sec10 &'?> ^~\$ ~- r--~ t.)

As prescribed in clause (v} of sub rule 4 of the Rule 20 of the Companies (Management and Administration} Rules , 2014, the Company has also released an advertisement, which was published 21 days before the date of the AGM in English in 'Business Standard'newspaper having country-wide circulation dated 4th August, 2021, and in Marathi in 'Loksatta' newspaper Pune edition dated 4th August, 2021. The notice published in the newspaper carried the required information as specified in Sub Rule 4(v} (a} to (h} of the said Rule 20.

• At the end of thee-voting period on 25th August 2021 at 5.00 P.M., the voting portal of the service provider was blocked forthwith. KFIN provided me the names, DP ID/ folio numbers and shareholding of Members who had cast their votes through remote e-voting.
• At the 22nd AGM of the Company held through VC / OAVM, on Thursday, 26th August, 2021, after considering all the items of business, the facility to vote electronically through lnstapoll was provided to facilitate those members who are attending the meeting through VC / OAVM but could not participate in the Remote E-voting to cast their votes. On 26th August 2021, after tabulating the votes cast electronically by the system provided by KFIN, the votes cast through Remote E-Voting facility was duly unblocked by me as a Scrutinizer in the presence Ms. Sala Nair and Mr. R Mahesh who acted as the witnesses, as prescribed in Sub Rule 4(xii} of the said Rule 20. After the voting by electronic means the votes cast through remote E-voting process was tabulated for the purpose of considering the total votes cast by the shareholders through both ways.
• Thereafter, I as scrutinizer duly compiled details of the Remote E-Voting carried out by the Membersand the electronic voting done at the AGM, the details of which are as follows:

The results of the Remote E-voting together with thee-voting conducted during the 22nd AGM are as under:

Details	Remote E-voting	E-Voting atAGM	Total voting
Number of members who cast their votes	497	38	535
Total number of Shares held by them	27,82,33,930	4,27,545	27,86,61,475
Valid votes	As per details provided under each one of the Resolution(s} mentioned hereunder.
Abstained / less voted	As mentioned under each of the Resolution.

Note:

• .... 1. Percentage of votes cast in favour or against the resolutions is calculated based on the Valid Votes cast through Remote E-Voting and through electronic voting at the AGM.
• 2. The votes are invalid on account of abstained from voting or voting for lesser number of shares than actually held as on the cut off date.

ORDINARY BUSINESS:

I) Item No.1 of the Notice (As an Ordinary Resolution):

~

• a) To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the year ended March 31, 2021 and the reports of the Board of Directors and the Auditors thereon.
• b) To receive, consider and adopt the Consolidated Financial Statements of the Company for the financial year ended March 31, 2021 and the Report of the Auditors thereon.

Manner of Voting	Votes in favour of the resolution		Votes against the resolution		Abstained/ less voted
	Nos.	%age	Nos.	%age	Nos.
Total votes through Remote e-voting and E-voting at meeting	27,86,09,223	99.999	3,549	0.001	48,703

Item 1 of Notice stands PASSED with the requisite majority.

II) Item No. 2 of the Notice (As an Ordinary Resolution):

To declare Dividend of Rs. 2.00 per equity share for the financial year ended March 31, 2021

Manner of Voting	Votes in favour of the resolution		Votes against the resolution		Abstained/ less voted
	Nos.	%age	Nos.	%age	Nos.
votes through Total Remote e-voting and E-voting at meeting	27,86,55,783	99.998	4,676	0.002	1,016

Item 2 of Notice stands PASSED with the requisite majority.

Ill) Item No. 3 of the Notice (As an Ordinary Resolution):

To appoint a Director in place of Mr. Anil Kumar Agarwal (DIN 00010883), who retires by rotation and being eligible, offers himself for re-appointment.

Manner of Voting	Votes in favour of the resolution		Votes against the resolution		Abstained/ less voted
	Nos.	%age	Nos.	%age	Nos.
Total votes through Remote e-voting and E-voting at meeting	22,69,62,608	81.484	5,15,73,560	18.516	1,25,307

Item 3 of Notice stands PASSED with the requisite majority.

41 Page

SPECIAL BUSINESS:

Item No. 4 of the Notice (As a Ordinary Resolution):

To appoint Mr. S Madhavan as an Independent Director

Manner of Voting	Votes in favour of the resolution		Votes against the resolution		Abstained/ less voted
	Nos.	%age	Nos.	%age	Nos.
Total votes through Remote e-voting and E-voting at meeting	27,32,77,066	98.071	53,74,589	1.929	9,820

Item 4 of Notice stands PASSED with the requisite majority

V) Item No.5 of the Notice (As an Ordinary Resolution):

To appoint Mr. 8 J Arun as an Independent Director

Manner of Voting	Votes in favour of the resolution		Votes against the resolution		Abstained/ less voted
	Nos.	%age	Nos.	%age	Nos.
through Total votes Remote e-voting and E-voting at meeting	27,85,90,473	99.978	61,182	0.022	9,820

Item 5 of Notice stands PASSED with the requisite majority

VI) Item No. 6 of the Notice (As a Special Resolution):

To appoint Mr. Ankit Agarwal as a Whole-Time Director

Manner of Voting	Votes in favour of the resolution		Votes against the resolution		Abstained/ less voted
	Nos.	%age	Nos.	%age	Nos.
through Total votes Remote e-voting and E-voting at meeting	22,75,90,746	81.782	5,06,99,764	18.218	3,70,965

Item 6 of Notice stands PASSED with the requisite majority.

VII) Item No.7 of the Notice (As an Ordinary Resolution): To approve the remuneration of the Cost Auditor

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Manner of Voting	Votes in favour of the resolution		Votes against the resolution		Abstained/ less voted
	Nos.	%age	Nos.	%age	Nos.
through Total votes Remote e-voting and E-voting at meeting	27,86,49,016	99.997	6,973	0.003	5,486

Item 7 of Notice stands PASSED with the requisite majority

VIII) Item No.8 of the Notice (As an Special Resolution):

To approve Divestment/ dilution/ disposal of investment in subsidiaries

Manner of Voting	Votes in favour of the resolution		Votes against the resolution		Abstained/ less voted
	Nos.	%age	Nos.	%age	Nos.
Total votes through Remote e-voting and E-voting at meeting	22,04,05,504	79.163	5,80,13,803	20.837	2,42,168

Item 8 of Notice stands PASSED with the requisite majority.

IX) Item No. 9 of the Notice (As a Special Resolution):

Raising of the funds through Qualified Institutional Placement (QIP) / External Commercial Borrowings (ECBs) with rights of conversion into Shares / Foreign Currency Convertible Bonds (FCCBs) / American Depository Receipts (ADRs) / Global Depository Receipts (GDRs) /Optionally or Compulsorily Convertible Redeemable Preference Shares (OCPs/CCPs) etc. pursuant to Section 62 of Companies Act, 2013

Manner of Voting	Votes in favour of the resolution		Votes against the resolution		Abstained/ less voted
	Nos.	%age	Nos.	%age	Nos.
Total votes through Remote e-voting and E-voting at meeting	27,85,94,077	99.978	61,187	0.022	6,211

Item 9 of Notice stands PASSED with the requisite majority.

All the 9 (Nine) Resolutions mentioned in the Notice of 22nd AGM dated July 22, 2021 as per the details above attached stand PASSED under Remote E-voting and E-voting conducted during the 22nd AGM with the requisite majority and hence deemed to be passed as on the date of the AGM.

I hereby confirm that I am maintaining the soft copy of the Registers received from the Kfin, the Service Provider in respect of the votes cast through Remote E-Voting and E-voting conducted during the 22nd AGM by the Members of the Company. All other relevant records relating to Remote Evoting and E-voting is under my safe custody and will be handed over to the Company Secretary for safe keeping, after the Chairman signs the Minutes.

Thanking you,

Yours faithfully,

For BN & Associates Company Secretaries

� �

CS B Narasimhan (Proprietor) (FCS No. 1303 COP No.: 10440)

Place: Mumbai Date: August 26, 2021

The following were the witnesses to the unblocking the votes cast through Remote E-voting and Evot�::o:M-

1. Ms. Sarla Nair

(_ 1-( �.,)_

1. Mr. R. Mahesh

Countersigned and received the report:

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.._Signed by Mr. Amit Deshpande, Company Secretary Authorized by the Board

Date: August 26, 2021