United Breweries Ltd. — AGM Information 2021

Apr 10, 2021

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April 10, 2021

1. BSE Limited 2. National Stock Exchange of India Limited Department of Corporate Service Exchange Plaza Phiroze Jeejeebhoy Towers Bandra-Kurla Complex Dalal Street Bandra (East) Mumbai - 400 001 Mumbai – 400 051

Dear Sir,

Sub: Proceedings of the Extraordinary General Meeting of the Company held on April 09, 2021

In terms of clause 13 of Para A of Part A of Schedule III of Regulation 30 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015, we attached herewith Summary of Proceedings of Extraordinary General Meeting of the Company held on April 09, 2021.

Please treat this as our compliance in terms of applicable provisions.

Yours faithfully For UNITED BREWERIES LIMITED

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GOVIND IYENGAR Senior Vice President – Legal & Company Secretary

Encl: As above.

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UNITED BREWERIES LIMITED

Summary of Proceedings of the Extraordinary General Meeting of United Breweries Limited (“the Company”) held on Friday, April 09, 2021 at 12.30 p.m. (IST) through Video Conferencing (“VC”). The Company, while conducting the Meeting, adhered to the Circulars issued by the Ministry of Corporate Affairs (‘MCA’), the Securities and Exchange Board of India (‘SEBI’) and other social distancing norms in view of COVID.

Present:

• Mr. Rishi Pardal

• Mr. A K Ravi Nedungadi

• Mr. Christiaan A J Van Steenbergen

• Mr. Sunil Alagh

• Mrs. Kiran Mazumdar Shaw

• Mr. Madhav Bhatkuly

• Mr. Stephan Gerlich

Managing Director Director Director Director Director Director

Director

• Mr. Berend Odink Chief Financial Officer

• Mr. Govind Iyengar Company Secretary

• The representative of S.R.Batliboi & Associates LLP, Statutory Auditors and

• Mr. Sudhir Vishnupant Hulyalkar, Secretarial Auditor

• Pramod S.M., Partner, representing B.M.P & Co., Company Secretaries, Scrutinizer

36 Members present through Video Conferencing representing 149368503 (56.49%) Equity Shares.

1. Statutory Registers as per the requirement of the Companies Act, 2013 and documents referred to in the Notice convening Extraordinary General Meeting (EGM) were made available electronically for inspection, before and during the Meeting.

2. Pursuant to the General Circular numbers 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020 and 39/2020 dated December 31, 2020, issued by the Ministry of Corporate Affairs (MCA) and Circular number SEBI/HO/CFD/CIR/P/2020/79 dated May 12, 2020 and SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 issued by the Securities and Exchange Board of India (SEBI) (hereinafter collectively referred to as “the Circulars”), companies are allowed to hold EGM through Video Conference (VC), without the physical presence of shareholders or the Directors at a common venue. In compliance with the Circulars, this EGM of the Company was held through VC and the Notice of EGM has been sent only by electronic mode to those members whose email addresses are registered with the Company/Depository Participant(s).

3. Mr. Madhav Bhatkuly, Chairman of the Audit Committee and Stakeholders’ Relationship Committee, Mrs. Kiran Mazumdar Shaw, Chairperson of Nomination and Remuneration Committee and Mr. Sunil Alagh, Chairman of Risk Management Committee, among other Directors, the Secretarial Auditor, Scrutinizer and representative of S R Batliboi & Associates LLP, Statutory Auditors attended the EGM through Video conferencing.

Mr. Jacco van der Linden, Non-Executive Director was unable to attend the EGM due to his prior commitments.

1. Mr. A K Ravi Nedungadi, representing, UB Overseas Limited, a Promoter Shareholder, proposed Mrs. Kiran Mazumdar Shaw to Chair the EGM which was seconded by Mr. Christiaan van Steenbergen representing Heineken. As the requisite quorum as per Section 103 of the Companies Act, 2013, was present, Mrs. Kiran Mazumdar Shaw called the Meeting to order.

2. The Chairperson introduced the Board of Directors, Key Managerial Personnel and the Auditors of the Company, who had joined the EGM through video conferencing, to the Shareholders.

3. With the permission of the Members present, the Notice convening the EGM was taken as read.

4. The Members were informed that:

   • In terms of applicable provisions, the Company has provided its Members the facility to exercise their right to vote in respect of the following resolutions in point no. 10 below, at the EGM through the remote e-voting, which was open for three days i.e. 06.04.2021 to 08.04.2021 and during the EGM, by electronic voting system provided by Central Depository Services (India) Limited.

5. The Chairperson invited the Members to express their views, offer their comments, make observations, and seek clarifications, if any on the Resolutions set out in the Notice. The Members who had registered to speak at the Meeting were given an opportunity to speak and the queries raised by them are appropriately responded.

6. Mr. Pramod S M, Company Secretary in Practice, Partner BMP & Co., LLP (Membership Number FCS 7834 CP 13784) was appointed as the Scrutinizer for the remote e-voting and e-voting during the EGM .

7. Thereafter, before the e-voting, the Resolutions as set out in following item Nos. 1 and 2 of the Notice convening the EGM were taken up ad-seriatim.

Item No.	Description
1.	Payment of remuneration to Mr. Rishi Pardal (DIN02470061), ManagingDirector of the Company for the period August 01, 2020 to March 31, 2021beyond ceiling in case of inadequacy or absence of profits during thefinancial year ended March 31, 2021 arising out of the COVID impact.(Special Resolution).
2.	Payment of remuneration to the former Managing Director, Mr. ShekharRamamurthy (DIN00504801) for the period April 01, 2020 to July 31, 2020beyond ceiling in case of inadequacy or absence of profits during thefinancial year ended March 31, 2021 arising out of the COVID impact.(Special Resolution).

1. The e-voting facility was kept open for the next 15 minutes after the closure of the EGM to enable the members to cast their vote. The e-voting commenced at 12.50 p.m. and concluded at 01.05 p.m.

2. The Chairperson of the Meeting informed the Members present that the voting result will be announced upon receipt of the scrutinizer’s report and will be placed on the Company’s website and sent to the stock exchanges within the prescribed time as per Rule 20 of Companies (Management and Administration) Amendment Rules, 2015 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 by the Company Secretary who is authorised in this regard. The voting result in respect of Item Nos. 1 and 2 of the Notice form part of the proceedings.

3. The Chairperson then thanked the Members for their participation and announced formal closure of the Extraordinary General Meeting of the Company at 12.50 p.m.

Sd/April 9, 2021 Chairperson of the Meeting