Swelect Energy Systems Limited — AGM Information 2020

Sep 11, 2020

September 11 , 2020

BSE Limited Department of Corporate Services Floor 25, P. J. Towers, Dalal Street, Mumbai - 400 001.

National Stock Exchange of India Limited Listing Department Registered Office: "Exchange Plaza", C-1, Block G, Bandra - Kurla Complex, Bandra (E), Mumbai - 400 051.

Scrip Code: 532051

Scrip Code: SWELECTES

Dear Sir/ Madam,

Sub: Outcome of the Proceedings of 25th Annual General Meeting (AGM).

We wish to inform you that the 25th Annual General Meeting (AGM) of the Company was held on 10th September 2020 through Video Conferencing/ Other Audio Visual Means (OAVM).

In this connection, we enclose the Proceedings of 25th Annual General Meeting of the Company.

We request you to kindly take on record the above compliance.

Thanking you,

Yours faithfully, For SWELECT ENERGY SYSTEMS LIMITED

R. Sathishkumar Company Secretary

Encl. : as above

swelect

Proceedings of 25th Annual General Meeting

The 25th Annual General Meeting (AGM) of the Members of SWELECT Energy Systems Limited was held on Thursday, 10th September 2020 at 3.30 P.M. through Video Conferencing (VC). Mr. S. Annadurai, Chairman of the Company occupied the Chair and welcomed the members to the Meeting which was held through VC as permitted by the Ministry of Corporate Affairs. The requisite quorum being present, the Chairman called the meeting to order. In continuation, he introduced Directors and Senior Executives of the Company who had participated from various locations through electronic mode(VC). He further introduced that the authorized representatives of the Statutory Auditors, M/s. Deloitte Haskins & Sells LLP, Chartered Accountants and Secretarial Auditor Mr. R. Kannan, Internal Auditors M/s. S K Ram & Associates and Scrutinizer Mr. P. Eswaramoorthy were present at the meeting through electronic mode (VC).

The Chairman informed that the Register of Directors, Key Managerial personnel (KMP) and Directors' Shareholding and Register of Contracts and Arrangements in which the Directors and KMPs are interested maintained by the Company in accordance with provisions of the Companies Act, 2013, were made available in www.evotingindia.com and members may view the same during the continuation of this meeting after login by using their user id and password used for Remote Evoting.

Further the Chairman informed that Notice to shareholders dated 8th July 2020 for convening the 25th Annual General Meeting along with a copy of the Annual Report for the year ended 31st March, 2020 have already been circulated through email mode to those Members whose e-mail addresses are registered with the Depository Participants or Company's Registrar & Transfer Agent, Cameo Corporate Services Limited. The requirement of sending physical copies of the Notice of the AGM and Annual Report for the financial year 2019-20 has been dispensed with vide MCA Circulars and the SEBI Circular.

Thereafter the Chairman said that the notice of the 25th AGM has been taken as read.

The Chairman informed that the Auditors' Report on the financial statements of the Company for the year ended 31st March, 2020 does not have any qualifications or observations or comments on financial transactions or matters having any adverse effect on the functioning of the Company. Auditors have given clean report. It has already been circulated to the members of the Company and the same has been taken as read.

The Chairman clarified that both the Statutory Auditors Report and Secretarial Auditor Report were clean and free from any qualifications/observations or other remarks.

The Chairman informed that, the Company had provided remote electronic voting facility on the Central Depository Services (India) Limited's (CDSL) e-voting platform for transacting the businesses as contained in the Notice of AGM as on the cut-off date of 3rd September, 2020 and that the Remote e-voting period commenced on 7th September 2020 at 9:00 am and ended on 9th September 2020 at 5:00 pm. and e-voting module was disabled by CDSL thereafter.

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The Chairman further stated that the Board of Directors had appointed M/s. P. Eswaramoorthy and Company, Company Secretaries as the Scrutinizer for conducting in a fair and transparent manner the voting process, for the Remote e-voting as well as for the E-voting process at this Annual General Meeting.

The Chairman further informed that the shareholders as on the cut-off date of 3rd September 2020, who did not cast their vote through Remote e-voting may cast their vote at this meeting electronically and members who had voted through Remote e-voting cannot vote again at this meeting.

Thereafter, Chairman invited the Managing Director to provide the highlights of the Business and financial performance of the Company. Mr. R. Chellappan, Managing Director, has presented the financial highlights and performance of the Company to the members participated.

Subsequently the following Key Managerial Personnel have delivered their speech and in-turn explained Performance/ Industry Highlights and projects of the Company.

Ms. Nikhila, Head - Finance and Accounts,

Mr. A. Balan, Joint Managing Director,

Whole Time Directors Mr K.V. Nachiappan, Mr. V.C. Raghunath and Mrs V.C. Mirunalini

Mrs. Aarthi Balan, Assistant Vice President (Marketing and Communication)

Independent Directors Mr. G.S. Samuel (Chairman of the Audit Committee), Mr. S. Krishnan and Dr. S. lniyan have also delivered their speech and in turn explained in General about the Industries and current situation.

The Chairman further informed that questions have been received from few members through email to address during this meeting and also informed that Five (5) shareholders have registered themselves as speaker of this meeting to ask queries on the Company's operations and the Annual Accounts for the financial year 2019-20. The Company had already provided the link to speaker shareholders by email.

Thereafter three speaker shareholders participated in the meeting and raised questions on the operations and accounts of the Company and the same were addressed by the Managing Director.

Afterward the Company Secretary announced that the e-voting facility has been enabled by CDSL during the AGM and also informed that members those who have not voted during the remote evoting period may cast their votes during the Meeting. Further, the Company Secretary read the subject matter of the resolutions proposed in the Notice of AGM.

Thereafter the Company Secretary informed that the voting results will be declared along with the scrutinizer's report within 48 hours from the conclusion of this meeting and will be placed on the website of the Company www.swelectes.com and on the website of CDSL www.evotingindia.com. The same will be communicated to the Stock Exchange(s) namely BSE Limited and National Stock Exchange of India Limited.

As there was no other business to transact, the Chairman declared the meeting as closed and thanked the members present at the meeting and invited Mrs. Jayashree Nachiappan, Non-Executive Director of the Company to give a vote of thanks.

Then, Mrs. Jayashree Nachiappan, has congratulated the Chairman, Managing Director and other Directors for convening the virtual meeting successfully and also thanked the CDSL for providing support of VC facility, Shareholders for their continuous support, Auditors, Bankers, Legal Counsel, Registrar and Transfer Agents Cameo Corporate SeNices Limited, Scrutinizer, Ministry of Corporate Affairs, Government of India, Stock Exchange, Customers, Suppliers and Distributors.

The meeting concluded at 4.55 P.M.

R. Sathishkumar Company Secretary

Place: Chennai Date: 11.09.2020