Tilaknagar Industries Ltd — Board/Management Information 2022

Dec 7, 2022

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December 07, 2022

To, BSE Limited Phiroze Jeejeebhoy Towers, Dalai Street, Mumbai 400001 Scrip Code : 507205

To,

National Stock Exchange of India Limited Exchange Plaza, C-1, Block-G, Bandra-Kurla Complex, Bandra (East), Mumbai-400 051. Symbol : TI

Dear Sir/ Madam,

Subject : Proceedings of the Extra-General Meeting (the EGM)

We are pleased to inform you that the EGM of the members of the Company was held on Wednesday, December 07, 2022 at 11.00 a.m. through Video Conferencing (VC)/ Other Audio Visual Means (OAVM) to transact the business as stated in the EGM Notice dated November 10, 2022.

In this regard, proceedings of the EGM as required under Regulation 30, Part – A of Schedule III of the SEBI (LODR) Regulations, 2015 are enclosed herewith as Annexure – 1.

Kindly take the above on your records.

This information is also available on the website of the Company i.e. www.tilind.com.

Thanking you.

Yours truly,

For Tilaknagar Industries Ltd.

DIPTI VARUN Digitally signed by DIPTI VARUN TODKAR TODKAR Date: 2022.12.07 16:00:42 +05'30'

Dipti Todkar Company Secretary

Place: Mumbai

Encl: As above

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Annexure - 1

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- Gist of the Proceedings of the Extra Ordinary General Meeting

The Extra-Ordinary General Meeting (“EGM”) of the Members of the Company was held on Wednesday, December 07, 2022 at 11.00 a.m. IST through Video Conferencing (VC)/Other Audio Visual Means (OAVM) and concluded at 11.22 a.m. The gist of the proceedings of the EGM is as follows:

• i) Mr. Amit Dahanukar, Chairman & Managing Director of the Company took the Chair.

• ii) EGM was conducted through VC/OAVM in accordance with the circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India (SEBI).

• iii) As per the attendance registered for the meeting, 82 Members were present through VC including authorized representative of Bodies Corporates din terms of Section 113 of the Companies Act, 2013.

• iv) The Chairman, after ascertaining that the requisite quorum as per Section 103 of the Companies Act, 2013 was present, called the Meeting to order at 11.00 a.m. The quorum was present at the commencement of the Meeting as well as at the time of consideration of each item of business.

• v) The Chairman welcomed all the Members present at the EGM and introduced the Board of Directors, Statutory Auditor and Scrutinizer to them.

• vi) The Chairman informed the Members present that Dr. Ravindra Bapat, Independent Director was not able to attend the Meeting due to personal commitments.

• vii) The Company Secretary invited the shareholders to speak at the EGM, who had registered themselves as speaker. The Chairman responded to the queries of the Speaker Shareholders.

• viii)Thereafter, the Chairman informed the Members that the Company had provided remote e-voting facility through CDSL e-voting platform from Sunday, December 04, 2022 at 09.00 a.m. to Tuesday, December 06, 2022 upto 5.00 p.m. to the Members as on the cut-off date i.e Wednesday, November 30, 2022 in respect of the business as set out in item no. 1, item no. 2 and item no. 3 of the EGM Notice dated November 10, 2022.

• ix) The Chairman conducted the proceedings with respect to the following items of business as per the Notice dated November 10, 2022 convening the EGM:

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Resolution No.	Resolutions	Resolution Type
SPECIAL BUSINESS
1.	To approve the revised remuneration of Mr. Chemangala Ramachar Ramesh, Whole- Time Director of the Company for the period April 01, 2022 to November 12, 2023	Special
2.	To increase the Authorised Share Capital of the Company and consequent alteration in the Memorandum of Association of the Company	Ordinary
3.	To approve the issue of Equity Shares on Preferential Allotment	Special

• x) The Members were informed that Advocate R. T. RajGuroo was appointed as Scrutinizer by the Board of Directors on November 10, 2022 to scrutinize the voting process (remote e-voting & e-voting during the EGM) in a fair and transparent manner.

• xi) With the permission of the members, the notice was taken as read. The Members were further informed that the facility to vote at this Meeting, provided by CDSL platform, was only available for those shareholders who had not cast their votes through remote e-voting and as the EGM was being held through Video Conferencing and the resolutions mentioned in the EGM Notice had already been put to vote through remote e-voting & e-voting, therefore, there was no need to propose or second the resolutions.

• xii) The Members were further informed that the consolidated results of voting (remote e-voting and e-voting during the EGM) in respect of all the business as set out in item no. 1, item no. 2 and item no. 3 of the EGM Notice of the Company would be declared within the prescribed timelines. The voting results along with the Consolidated Scrutinizer’s Report will be submitted to the Stock Exchanges i.e. BSE & NSE within the prescribed timelines and would also be uploaded on the Company’s and CDSL’s website.

• xiii)The Chairman thanked the Directors and Shareholders for attending and participating in the Meeting and also the employees of the Company, Government agencies and other stakeholders for their continued support. The Meeting was concluded with a vote of thanks to the Chair. The e-voting facility was kept open for the next 15 minutes to enable the Members to cast their votes.

Note: This document does not constitute minutes of the proceedings of the Extra-Ordinary General Meeting of the Company.

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