Subros Ltd. — AGM Information 2020

Sep 15, 2020

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SL/BSE/NSE/2020-21/ September 15, 2020

The Manager , Dy. General Manager , Listing Department, Department of Corpo r ate Services, National Stock Exchange of India Ltd., BSE Limited , ‘Exchange Plaza’ C-1, Block G, First Floor, P.J. Towe r s, Bandra-Kurla Complex, Ban d ra (E), Dalal Street, Fort, Mumbai-400 051. Mumbai – 400001. Security ID: SUBROS Security ID: 517168

Dear Sir/Madam,

Sub: Annual General Meeting of the Members of the Company

Ref: Regulation 30 and other applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

In terms of the General Circulars No. 20/ 2020 dated May 5, 2020; No. 14/ 2020 dated April 8, 2020 and No. 17/2020 dated April 13, 2020 i s sued by the Ministry of Corporate Affairs and in compliance with other applicable provisions of the C ompanies Act, 2013 and SEBI (Listing O b ligations and Disclosure Requirements) Regulations, 201 5 (‘Listing Regulations’), the 35[th] Annual General Meeting of Subros Limited (‘the Company’) was held on T u esday, 15[th] September, 2020 at 11.30 a.m. (I S T) ('AGM') through Video Conferencing (‘VC’) / Other Audi o Visual Means (‘OAVM’) to transact the busines s as stated in the Notice of AGM. In this regard, please find enclosed at Annexure-A the summary of the pr o ceedings of the AGM as required in terms of Regulation 30 of the Listing Regulations.

A copy of the same is a lso being made available on the websit e of the Company at www.subros.com/investors.html.

Kindly take the same on your re c ord.

Thanking you,

Yours faithfully, For SUBROS LIMITED

X Rakesh Arora Company Secretary

SUBROS LIMITED Corporate & Regi s tered Office: LGF, World Trade Centre, Barakhamba Lane, 2341 4946-49 | Fax: 01123414945 Website:www.subros.com |CIN: L7489 9 DL1985PLC020134

New Delhi 110001 (India). Tel:

Annexure-A

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SUMMARY OF PROCEEDINGS OF 35[TH] ANNUAL GENERAL MEETING ("AGM")

The 35[th] Annual General Meetin g of the Company was held on Tuesday, 15[th] Sep t ember, 2020 at 11.30 a.m. (IST) through Video Conferencin g (VC) / Other Audio Visual Means (OAVM). The Meeting was conducted in accordance with the circulars i s sued by the Ministry of Corporate Affairs (‘MC A ’) and the Securities and Exchange Board of India (‘SEBI’ ) .

The Company Secretary welco m ed the Members and other dignitaries to the Mee t ing and briefed them on certain points relating to their pa r ticipation at the Meeting through VC / OAVM.

The Directors, statutory audit o rs, secretarial auditor-cum-scrutinizer and se n ior management of the Company were present at the M e eting through VC / OAVM from their respective l o cations.

Mr. Ramesh Suri, Chairman, extended a warm welcome to all the shareholders, a uditors and other invitees for joining the AGM.

The Chairman called the meetin g to order as requisite quorum was present.

The Company Secretary introdu c ed the Directors, auditors and the invitees prese n t at the Meeting.

With the consent of the Membe r s present, the Notice convening the AGM and t h e Auditor's Report for the year ended March 31, 2020 w a s taken as read. The Company Secretary inf o rmed that there were no qualifications, observations or adverse remarks in the Statutory and Secretarial Auditor's Report.

The Chairman then made his o p ening remarks and his speech covered the ind u stry outlook, highlights of operating performance and futur e outlook of the Company.

In terms of the Notice dated J une 29, 2020 convening the 35[th] AGM of th e Company, the following businesses were transacted at t h e Meeting through e-voting. All Resolutions were Ordinary Resolutions.

• (i) Adoption of Audited (S t andalone & Consolidated) Financial Statement s of the Company for the financial year ended on 31[st] March, 2020 together with the report of th e Board of Directors & the Auditors thereon.

• (ii) To declare dividend on e quity shares for the financial year ended on 31[st] M arch, 2020.

• (iii) Re-appointment of Mr. K enichi Ayukawa, Director who retires by rotation. (iv) To ratify and approve th e remuneration of the Cost Auditors for the financi a l year 2020-21. (v) Approve the material rel a ted party transactions with M/s Global Autotech L imited

Members present at the Meetin g were given an opportunity to ask questions an d seek clarification(s). The Managing Director appropriately responded to the questions raised.

Post the question and answer s e ssion, the Company Secretary informed on the e-voting process and that the consolidated voting results will be disseminated on website of the Stock Exchanges on which the Company's shares are listed a nd will also be made available on the we b site of the Company at www.subros.com and the Natio n al Securities Depository Limited at www.evoting.@nsdl.com in accordance with the provisions of law.

SUBROS LIMITED Corporate & Regi s tered Office: LGF, World Trade Centre, Barakhamba Lane, New Delhi 110001 (India). Tel: 2341 4946-49 | Fax: 01123414945 Website:www.subros.com |CIN: L7489 9 DL1985PLC020134

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The Chairman then thanked the Members for their continued support and for att e nding and participating in the Meeting. He also thanked th e Directors for joining the Meeting. The e-voting fa c ility was kept open for the next 15 minutes to enable the M e mbers to cast their vote.

The meeting concluded at 12.05 p.m. with a vote of thanks to the Chair.

Yours faithfully, For SUBROS LIMITED

X Rakesh Arora Company Secretary

SUBROS LIMITED Corporate & Regi s tered Office: LGF, World Trade Centre, Barakhamba Lane, New Delhi 110001 (India). Tel: 2341 4946-49 | Fax: 01123414945 Website:www.subros.com |CIN: L7489 9 DL1985PLC020134