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UNO Minda Limited AGM Information 2020

Sep 19, 2020

61248_rns_2020-09-19_3b6ad2f3-c740-49f1-b1bd-37df6979e4eb.pdf

AGM Information

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Ref. No. Z-IV/R-39/D-2/NSE/207 & 174 Date: 19 September, 2020

National Stock Exchange of India Ltd. BSE Ltd.
Listing Deptt., Exchange Plaza, Regd. Office: Floor - 25,
Bandra Kurla Complex, Bandra (E), Phiroze Jeejeebhoy Towers,
Mumbai - 400 051 Dalal Street, Mumbai-400 001.--
NSE Scrip: MINDAIND BSE Scrip: 532539

Sub: Proceedings of 28th Annual General Meeting held on 19th September, 2020

Dear Sirs,

This is further to our letter dated 22 August, 2020, 24 August, 2020 and pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith a summary of proceedings of 28th Annual General Meeting of the Company held today i.e. 19th September, 2020 through Video Conference (VC} / Other Audio Visual Means (OAVM}.

You are requested to kindly take above information on your records.

Thanking you.

For Mindr1S� u ) st� e � L�,5r0,'?t d�0� � .. .c.( Oeltii ? umar Srivastava '\� "' "" Company Secretary & Compliance-Qffi-er

Encl: As above.

SUMMARY OF PROCEEDINGS OF 28TH ANNUAL GENERAL MEETING OF MINDA INDUSTRIES LTD.

The 28th Annual General Meeting (AGM) of the members of Minda Industries Ltd. was held on 19th September, 2020 at 11.00 a.m. through Video Conference (VC) / Other Audio Visual Means (OAVM).

Mr. Nirmal K Minda, Chairman and Managing Director, Chaired the proceedings of the Meeting.

The number of shareholders as on record date 12 September, 2020 were 49,627.

Category Promoters and Public Total
Promoters Group
In Person NA NA -
Through proxy/ authorised NA NA -
representative
Video Conference 10 198 208
Total 10 198 208

The details of number of shareholders present in the meeting are as follows:

The Company Secretary informed that in order to ensure the safety of all stakeholders under the prevailing· COVID circumstances, the AGM was being organised through Video Conferencing, which is in compliance with the guidelines issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India (SEBI). He further informed that the Company has provided facility for voting through remote e-voting/e-voting during the AGM.

The Company Secretary confirmed that the requisite quorum was present. He introduced the Chairman, Directors, Chief Financial Officer, Representative of Statutory Auditors and Representative of Secretarial Auditors, present in the meeting. All the Directors of the Company attended the meeting.

The Chairman welcomed the members and delivered his speech.

The Company Secretary informed that the Registers, as required under the Companies Act, 2013 were available for inspection on the website of the Company and on the e-voting platform of NSDL for inspection electronically till the conclusion of the meeting.

Mr. Rajiv Goyal, Partner of M/s. BS R & Co. LLP, Statutory Auditors of the Company informed that there are no adverse qualifications, observations and comments in the Auditors Report, therefore, the same be taken as read.

The Company Secretary informed the members about the following six Resolutions, as stated in the Notice of 28th Annual General dated 29th June, 2020, convening the AGM, which are put up for voting by members.

S.No. Particulars Type ofResolution
Ordinary Business
1 To receive, consider and adopt the audited standalone financialstatements and audited consolidated financial statements of theCompany for the financial year ended on 31st March 2020 and theReports of Board of Directors and Auditors thereon. OrdinaryResolution
2 To approve an interim dividend of Rs. 0.40 per equity share (i.e. 20%on 26,22,16,965 equity shares of Rs 2 each), already paid for thefinancial year ended 31st March, 2020. OrdinaryResolution
3 To appoint a Director in place of Mr. Anand Kumar Minda(DIN: 00007964), who retires by rotation and being eligible, offershimself for re-appointment. OrdinaryResolution
4 To approve remuneration of M/s. B S R & Co., LLP, CharteredAccountants (LLP Registration No. 101248W /W-100022), StatutoryAuditor of the Company for FY 2020-21 OrdinaryResolution
Special Business
5 To ratify the remuneration to M/s Jitender Navneet & Co., CostAccountants (Firm Regn. No. 000119), the Cost Auditors of theCompany for FY 2020-21 OrdinaryResolution
6 Appointment of Dr. Chandan Chowdhury as an Independentth August, 2019 for a term of 2 (two)Director with effect from 7consecutive years, i.e., up to August 6, 2021. OrdinaryResolution

Thereafter, the Company Secretary informed the process by which shareholders, who have registered themselves, as a "speaker shareholder" would participate to express their views and raise queries, if any. The names of 13 speaker shareholders, who had sent their request to the Company to participate as "speaker shareholder" in the meeting, were announced one by one and the respective speaker shareholders expressed their views and raised queries.

The Chairman replied to the queries raised by the shareholders.

The Company Secretary informed the members that pursuant to the provisions of the Companies Act, 2013, the Rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had provided the remote e-voting facility to the Members of the Company in respect of the Resolutions, to be passed at the Meeting. The remote e-voting had commenced at 9.00 a.m. on Wednesday, 16 September, 2020 and ended at 5.00 p.m. on Friday, 18 September, 2020. He further informed the members that the facility for voting through e-voting system was made available during the meeting for the members who had not cast their vote prior to the meeting.

The Company Secretary informed that the Company had appointed Mr. Devesh Kumar Vasisht (C.P. No. 13700), Partner of M/s. Sanjay Grover & Associates (Practising Company Secretaries firm), as the Scrutiniser for the purpose of scrutinising the process of remote e-voting and evoting during the meeting.

Further, the Company Secretary informed that the results of voting i.e. remote e-voting and evoting during the meeting alongwith the Scrutinizer's Report will be submitted to the Stock Exchanges within 48 hours of conclusion of the meeting.

The Company Secretary then thanks the members for their continued support and for attending and participating in the meeting. The Chairman also thanked all members, directors and other dignitaries present.

The e-voting facility was kept open for the next 30 minutes to enable the members to cast their vote. Upon completion of the e-voting process, the Company Secretary declared the meeting closed at 12.44 p.m.

For Minda Industries �B�ii:t:V. Company Secretary & Compl