Talbros Automotive Components Ltd. — AGM Information 2021

Sep 27, 2021

27" September, 2021

talb
Talbros Automotive Components
www.talbros.com	Ltd.
27" September, 2021
BSE Ltd.	The National Stock Exchange of India Ltd.
Phiroze Jeejeebhoy Towers,	Exchange Plaza, 5" Floor, Plot No. C/I,
Dalal street, Fort, Mumbai- 400 001	G Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400 051
Scrip Code: 505160	Company Code: TALBROAUTO

Sub: Proceedings of 64 Annual General Meeting (AGM) of the Company held on 27" September, 2021

Dear Sir/ Madam,

The 64" Annual General Meeting of the members of the Company was held today, on 27" September, 2021 at 10:30 a.m. through Video Conference/ Other Audio Visual means through facility provided by NSDL to transact the business as set out in the Notice convening the meeting.

The AGM has been convened and held as per the directives of relevant Authorities in view of the prevailing COVID-19 restrictions.

Summary of proceedings as required under Regulation 30, Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are enclosed herewith. —

You are requested to take them on your record.

Results of remote e-voting and e-voting during the AGM along with the Scrutinizer's Report will be submitted to you separately.

Thanking you,

Yours Sincerely For Talbros Automotive Components Limited

Company Secretary

Encl: As above

PROCEEDINGS OF THE 64™ ANNUAL GENERAL MEETING OF THE MEMBERS OF TALBROS AUTOMOTIVE COMPONENTS LIMITED HELD ON MONDAY, 27'" SEPTEMBER, 2021 THROUGH VIDEQ CONFERENCING/ OTHER AUDIO VISUAL MEANS, WHICH COMMENCED AT 10:30 AM AND CONCLUDED AT 11:07 AM

Present through VC/ OAVM:

Mr. Naresh Talwar	Chairman
Mr. Umesh Talwar	Vice- Chairman & Managing Director
Mr. Anuj Talwar	Joint Managing Director
Mr. Navin Juneja	Director and Group Chief Financial Officer and
	Chairman, Stakeholders' Relationship Committee
Mr. V. Mohan	Chairman, Audit Committee
Mr. Manish Khanna	Chief Financial Officer
Mrs. Seema Narang	Company Secretary
Mr. Aman Agrawal	Representative of M/s. J.C. Bhalla & Co., Chartered Accountants
	(Statutory Auditors)
Mrs. Kiran Sharma	Scrutinizer

78 members including Corporate Representatives were present in the meeting.

The 64" Annual General Meeting (AGM) of the members of Talbros Automotive Components Limited was held on Monday, the 27" day of September, 2021 at 10:30 a.m. through video conferencing/ other audio visual means (VC/OAVM) to transact the business as set out in the Notice dated 8" June, 2021 convening the meeting (Notice).

Mr. Naresh Talwar, Chairman, chaired the meeting.

Mrs. Seema Narang, Company Secretary welcomed Directors, members and other invitees to the meeting and confirmed that the requisite quorum was present for the meeting. The meeting was called to order at 10:30 a.m.

Chairman, Mr. Naresh Talwar addressed the members and welcomed them to 64" AGM of the Company. He thanked entire work team of the Company and wished members and their families safety in the challenging times.

Thereafter, Mr. Anuj Talwar, Joint Managing Director shared highlights of the financial year 2020-21 and informed members about business and operations of the Company, BS-VI compliant products and Company's supplies for electric vehicles. He assured the members that the Company is focussing on high growth rate and increase in Stakeholder's value.

Thereafter, the Company Secretary informed that AGM was being conducted though VC/OAVM in accordance with the circulars issued by the Ministry of Corporate Affairs and facility provided by National Securities Depository Limited (NSDL). She explained about the requisite steps for casting the votes and participation in AGM.

The Members were requested to update their e-mail ids with the Company or its Registrar and Share Transfer Agent — Kfin Technologies Private Limited or their Depository Participants to receive all statutory correspondences from the Company.

The Company Secretary informed that the electronic copy of the Notice of 64" AGM along with Annual Report for FY 2020-21 was sent to all members whose E-mail IDs were registered-with the Company or Depository Participants.

The Company Secretary read out the businesses as set out in the Notice of AGM dated 8"" June, 2021 to be transacted through e-voting as under:

Ordinary Business:

• 1. Adoption of Audited Standalone and Consolidated Financial Statements for the financial year ended 31" March, 2021 and the Reports of Board of Directors and Auditors thereon.
• 1. Declaration of Dividend @ 20% on paid-up Equity Share Capital for the financial year ended 31° March, 2021.
• 1. Re-appointment of Mr. Vidur Talwar (DIN: 00114643) as Director, who retires by rotation and, being eligible, offers himself for re-appointment.

Special Business:

• 1. Renewal of Agreement with QH Talbros Private Limited for Sale/Purchase of Company's products.
• 1. Renewal of Agreement with Talbros Marugo Rubber Private Limited for purchase/sale of Rubber, Rubber Compound, other chemicals and to do job work for each other.
• 1. Entering into Business Agreement with Talbros Indiparts Private Limited for sale of Company's products in the aftermarket. ,
• 1. Remuneration of Cost Auditors for FY 2021-22.

She stated that Statutory Registers viz. Registers of Directors and KMP's and their shareholdings and Register of Contracts and Arrangements in which Directors Directors/KMP's are interested were made available at the meeting for inspection by the members.

She further informed about Auditors' Report included in Annual Report and stated that as it does not contain any qualification or adverse remark and is unmodified, there was no requirement to read it at the meeting and hence the same was taken as read.

She also stated that Mrs. Kiran Sharma, Practicing Company Secretary has been appointed as Scrutinizer to scrutinize the e-voting process and to prepare the Report on the same.

Company Secretary also informed that the voting results will be declared after receiving Scrutinizer Report. _ The results will also be available on website of the company and will be intimated to the Stock Exchanges.

Thereafter, with the permission of the Chairman, the Company Secretary invited members who had registered themselves as speakers to ask their questions or queries one by one through VC. The speaker members asked their questions virtually during the meeting.

Mr. Navin Juneja, Director and Group CFO responded to the queries of the speaker members.

The Company Secretary then thanked the panellists and members for joining the meeting and a vote of thanks to the Chair.

The meeting concluded at 11:07 a.m. The e-voting facility was kept open post conclusion of the AGM till 11:45 a.m.

For Talbros Automotive Components Limited

Seema Narang Company Secretary