TV VISION LIMITED — AGM Information 2020

Sep 29, 2020

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September 29, 2020

To,

The Manager – Listing Department National Stock Exchange of India Limited

“Exchange Plaza”, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051

Symbol: TVVISION

Sub.: Proceedings of the 13[th ] Annual General Meeting of the Company held on Monday, September 28, 2020

Dear Sir,

Pursuant to the provisions of Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the proceedings of the 13[th] Annual General Meeting (“AGM”) of the Members of the Company held on Monday, September 28, 2020 at 2.45 p.m. (IST) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) facility.

You are requested to kindly take the same on record.

Thanking you,

Yours faithfully,

For TV Vision Limited

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Shilpa Jain Company Secretary & Compliance Officer ACS: 24978

Encl.: A/a

Registered Office: 4th Floor, Adhikari Chambers, Oberoi Complex, New Link Road, Andheri (W), Mumbai - 400 053. Tel.: 022 - 40230000 / Fax 022 - 26395459 Website: www.tvvision.in

CIN L64200MH2007PLC172707

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PROCEEDINGS OF THE 13[TH] ANNUAL GENERAL MEETING OF THE COMPANY HELD ON MONDAY, SEPTEMBER 28, 2020

The 13[th ] Annual General Meeting (“AGM”) of the Company was convened and held on Monday, September 28, 2020 at 2.45 p.m. (IST) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) facility.

The meeting commenced at 2.45 p.m.

Mr. Markand Adhikari, Chairman and Managing Director, Dr. Ganesh P Raut, Mr. Umakanth Bhyravajoshyulu, Mr. M Soundara Pandian, Independent Directors, Mr. Santosh Thotam, Chief Financial Officer and Mrs. Shilpa Jain, Company Secretary & Compliance Officer, had joined the meeting through VC.

Representatives of the Statutory Auditors, Secretarial Auditors and Scrutinizers also attended the meeting through VC.

Mr. Markand Adhikari, Chairman and Managing Director of the Company, chaired the meeting.

Ms. Shilpa Jain, Company Secretary & Compliance Officer highlighted certain points as meeting was conducted through VC/OAVM as follows:

• The registered office of the Company situated at 4[th] Floor, Adhikari Chambers, Oberoi Complex, New Link Road, Andheri (West), Mumbai - 400 053, shall be deemed as the venue for this AGM and proceedings of the AGM shall be deemed to be made and recorded from here only.

• The Register of Directors and Key Managerial Personnel, the Register of Contracts or Arrangements, has been made available electronically for inspection by the members during the AGM. Members seeking to inspect such documents can send their requests at cs@tvvision.in.

• As the AGM is being held through video conference, the facility for appointment of proxies by the members was not applicable and hence the proxy register for inspection is not available.

• The Company has received requests from a few members to register them as speakers at the meeting. We shall be allowing them to speak once the Chairman directs the same.

Registered Office:

4th Floor, Adhikari Chambers, Oberoi Complex, New Link Road, Andheri (W), Mumbai - 400 053. Tel.: 022 - 40230000 / Fax 022 - 26395459 Website: www.tvvision.in

CIN L64200MH2007PLC172707

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• As the meeting is convened through VC today, resolutions have already been put to vote through remote evoting and the requirement to propose and second is not applicable.

Thereafter, she handed over the proceedings to the Chairman of the Company.

Total 46 (Forty Six) members were present through Video Conference at the AGM.

As the requisite quorum was present, the Chairman called the meeting to order.

The Chairman informed that in view of the restrictions due to outbreak of COVID-19 and considering the social distancing norms, the AGM was conducted through VC / OAVM in accordance with the circulars issued by Ministry of Corporate Affairs (MCA) and Securities and Exchange Board of India (SEBI).

Mr. Markand Adhikari, Chairman & Managing Director introduced all the Directors and Key Managerial Personnel present at the meeting through VC/OAVM.

He informed that the Company received 06 (Six) Authorized Representations from Bodies Corporates under Section 113 respectively of the Companies Act, 2013 (“the Act”) in respect of 68,08,109 only Equity shares representing ( 19.48 %) of the paid up capital of the Company.

Thereafter, he briefed the business highlights of the Company during the financial year 2019-20.

Thereafter, Ms. Shilpa Jain, Company Secretary of the Company informed the Members that the Company had tied up with National Securities Depositories Limited (NSDL) to provide facility for electronic voting system (remote e-voting or voting at AGM) and participation in the AGM through VC / OAVM facility. She also informed the Members that the facility for voting through e-voting system was made available during the Meeting for Members who had not cast their vote prior to the Meeting.

Further, the Company Secretary informed that the Board of Directors had appointed M/s. Manish Ghia & Associates, Company Secretaries (FCS 6252), Mumbai as the Scrutinizer to scrutinize the e-voting process and e-voting during the AGM, in a fair and transparent manner.

Thereafter, Mr. Markand Adhikari, Chairman & Managing Director informed that the Notice of the 13[th] AGM and the Annual Report containing the Audited Financial Statements (including consolidated) of the Company for the financial year ended March 31, 2020, together with the

Registered Office: 4th Floor, Adhikari Chambers, Oberoi Complex, New Link Road, Andheri (W), Mumbai - 400 053. Tel.: 022 - 40230000 / Fax 022 - 26395459 Website: www.tvvision.in

CIN L64200MH2007PLC172707

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Boards’ Report and Auditors’ Report thereon along with relevant Notes to Financial Statements were to be taken as read as the same had already been circulated to the members.

The Chairman informed that since there are no qualifications, observations or adverse comments on the financial statements and matters, which had any material bearing on the functioning of the Company, reports of the Auditors were taken as read. The observations alongwith reply of the Board of Directors was provided in the Boards’ report of the Company.

Further, the material observation in the Secretarial Auditors’ Report were read by the Chairman alongwith its reply and attention of the members was drawn to the Boards’ Report wherein the all the observations/qualifications are replied suitably.

Then the Meeting was taken ahead to the Agenda items as appended in the Notice of the said AGM.

GM.
Item No.	Agenda Items	Type of Resolution
Ordinary Business
1	To receive, consider and adopt the Audited Financial Statements (including Audited Consolidated Financial Statements) of the Company, for the year ended March 31, 2020 together with the Reports of the Board of Directors and Auditors thereon.	Ordinary
2	Toappoint a Director in place of Mr. Markand Adhikari (DIN: 00032016), Managing Director of the Company, who retires by rotation and beingeligible, offers himself for re-appointment	Ordinary

Special Business	Special Business
3	Re-Appointment of Mr. Markand Adhikari (Din: 00032016) as ManagingDirector of the Company.	Ordinary
4	Authority to the Board of Directors to Create, Offer, Issue & Allot Further Securities of the Company.	Special

Then, the Company Secretary welcomed the shareholders who have registered themselves as speakers to ask questions.

On the invitation, members who had registered themselves as speakers, addressed the meeting through VC/ OAVM and sought clarification on the Company’s business and the saving done

Registered Office:

4th Floor, Adhikari Chambers, Oberoi Complex, New Link Road, Andheri (W), Mumbai - 400 053. Tel.: 022 - 40230000 / Fax 022 - 26395459 Website: www.tvvision.in

CIN L64200MH2007PLC172707

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by the Company by having the meeting through Video Conferencing instead of physical meeting. The Chairman responded to the queries of the members and provided clarifications and instructed the Company Secretary to mail the saving details for having the AGM virtually instead of physical AGM to shareholder who asked for the same.

Thereafter, the Company Secretary announced that the voting on the NSDL platform will continue to be available for the next 15 minutes from the conclusion of the AGM. Therefore, members who had not cast their vote were requested to do so.

Further, the Company Secretary informed that the voting results shall be announced within 48 hours of the conclusion of the Meeting. The same shall be intimated to Stock exchanges and also be placed on the website of the Company and NSDL.

Thereafter, the Chairman concluded the meeting at 3.17 p.m. and Dr. Ganesh P Raut, Independent Director gave a vote of thanks to the Chair.

Yours faithfully,

For TV Vision Limited

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Shilpa Jain Company Secretary & Compliance Officer ACS: 24978

Registered Office: 4th Floor, Adhikari Chambers, Oberoi Complex, New Link Road, Andheri (W), Mumbai - 400 053. Tel.: 022 - 40230000 / Fax 022 - 26395459 Website: www.tvvision.in

CIN L64200MH2007PLC172707