Sundram Fasteners Ltd. — AGM Information 2020

Sep 16, 2020

TVS Sundram Fasteners Limited REGISTERED & CORPORATE OFFICE

98-A, VII FLOOR DR. RADHAKRISHNAN SALAI, MYLAPORE, CHENNAI - 600 004, INDIA TELEPHONE +91 44 - 28478500 PAN AAACS8779D CIN L35999TN1962PLC004943

WEBSITE : www.sundrom.com Email: investorshelpdesk@sfl.co.in

September 16, 2020

National Stock Exchange of India Limited (NSE)

Scrip Code - SUNDRMFAST Exchange Plaza, 5thFloor Plot No.C/1, G Block Bandra Kuria Complex, Bandra (East) Mumbai — 400 051

BSE Limited (BSE)

Scrip Code - 500403 Phiroze Jeejeebhoy Towers Dalai Street, Fort Mumbai — 400 001

By Listing Centre

By NEAPS

Dear Sir / Madam,

Compliance under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 — Summary of proceedings of 57th Annual General Meeting held on September 16, 2020

The 57thAnnual General Meeting (AGM) of the Members of the Company was held today (Wednesday, September 16, 2020) at 10.00 a.m. through Video Conferencing and Other Audio Visual Means (VC / OAVM) and the businesses mentioned in the Notice dated July 21, 2020 convening the AGM were transacted.

We enclose herewith the summary of the proceedings thereon.

Please take the above information on record.

Thanking you,

Yours truly, For SUNDRAM FASTENERS LIMITED

g- • -r21 11 142 -*s'

R Dilip Kumar Vice President — Finance & Company Secretary

Annexure

Summary of proceedings of 57thAnnual General Meeting held on September 16, 2020

The 57thAnnual General Meeting of the members of Sundram Fasteners Limited ("the Company") was held on September 16, 2020 through Video Conferencing / Other Audio Visual Means (VC / OAVM) at 10.00 a.m. in accordance with the circulars dated April 8, 2020, April 13, 2020 read with circular dated May 5, 2020 issued by Ministry of Corporate Affairs (MCA) and circular dated May 12, 2020 issued by the Securities and Exchange Board of India (SEBI).

Sri Suresh Krishna, Chairman of the Board of Directors, occupied the Chair. The Chairman called the meeting to order as the requisite quorum was present.

The Chairman also informed that the Chairman of the Audit Committee, Nomination and Remuneration Committee and Stakeholders' Relationship Committee were present in the meeting through Video Conference / Other Audio Visual Means. He also stated that the Statutory Auditor, Cost Auditor and Secretarial Auditor were present in the meeting through Video Conference / Other Audio Visual Means.

The Register of Members, Register of Directors and Key Managerial Personnel and their shareholdings in terms of Section 170 read with Section 171 of the Companies Act, 2013 and the Register of Contracts in terms of Section 189 of the Companies Act, 2013, the Register of Investments under Section 186 of the Companies Act, 2013, the Appointment Letter of Sri S Meenakshisundaram as a Whole-Time Director, the Auditor's Report and the Secretarial Audit Report were made available for inspection by the shareholders till the conclusion of the meeting through a separate link provided by National Securities Depository Limited (NSDL).

Chairman introduced Sri S Meenakshisundaram, the new Director, to the members.

With the permission of the Members present, the Notice to the Shareholders dated July 21, 2020 calling for the 57thAnnual General Meeting was taken as read. The Chairman informed that the Independent Auditors Report and Secretarial Auditors Report were free from any qualifications / observations or other remarks. Accordingly, the Independent Auditor's Report, the Secretarial Auditor's Report and its annexure was also taken as read in terms of Section 145 of the Companies Act, 2013, as they were made available with the shareholders.

The Chairman highlighted various aspects of the operations of the Company, performance for the financial year 2019-2020, dividend paid and outlook for the future.

After conclusion of the speech, Chairman requested those shareholders who were registered to speak at the meeting to submit their queries. The registered speaker shareholders requested clarifications broadly focusing on accounting / financial aspects and on future plans of the Company. Clarification was provided to the members by the Chairman.

The following business was transacted at the meeting:-

Resolution	Subject
No
Ordinary Business (Ordinary Resolution)
1	Adoption of AuditedFinancial Statement including the ConsolidatedFinancialStatement, Report of the Board of Directors and Auditors for the financial yearended March 31, 2020.
2	Re-appointment of Ms Arundathi Krishna (DIN: 00270935) as a Director, who retiresby rotation.
Special Business (Ordinary Resolution)
3	Ratification of remuneration payable to the Cost Auditors for the financial yearending March 31, 2021.
4	Appointment of Sri S Meenakshisundaram (DIN 00513901) as Whole-Time Director(Designated as Whole-Time Director and Chief Financial Officer) for a term of twoconsecutive years commencing from June 11, 2020 to June 10, 2022.

The Chairman then offered to conduct the e-voting through the NSDL platform in order to provide an opportunity to those members who have not exercised their votes through remote e-voting. The voting was conducted for all the resolutions. The entire voting process including remote e-voting was scrutinized by the Scrutinizer Sri K Sriram, Practicing Company Secretary on all the resolutions.

The Chairman informed the members that the consolidated results of e-voting would be announced within 48 hours and will be intimated to the Stock Exchange and posted on the website of the Company and the NSDL.

With the vote of thanks by Sri R Srinivasan, Director and upon completion of the voting process, the meeting ended at 11:15 a.m.

Chairman thanked the shareholders and declared the meeting as concluded.

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