UTIQUE ENTERPRISES LIMITED — AGM Information 2021

Oct 18, 2021

' (Formerly known as Apple Finance Limited)

October LB,202L

BSE Limited Listing Compliance P. J. Towers Dalal Street Mumbai 400 001

Dear Sirs,

Scrip Code: 500014

Pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, please find enclosed the Minutes of the proceedings of the 35th Annual General Meeting of the Company held on September 23, 2027 through Video Conferencing/ Other Audio-Visual Means.

Thanking you.

Yours truly, For Utique Enterprises Limited

Company

Encl.: a/a

UTIQUE ENTERPRISES LIMITED

MINUTES OF THE PROCEEDINGS OF THE 35TH ANNUAL GENERAL MEETING OF UTIQUE ENTERPRISES LIMITED HELD AT THE REGISTERED OFFICE OF THE COMPANY AT 8 APEEJAY HOUSE, 130 MUMBAI SAMACHAR MARG, MUMBAI 400 023, ON THURSDAY, SEPTEMBER 23, 2021 AT 2:00 P.M. THROUGH VIDEO CONFERENCING ("VC") OR OTHER AUDIO-VISUAL MEANS ("OAVM")

Present through VC:

Mr. J. R. K. Sarma, Director Mr. Mahesh Raghavan Menon, Director Ms. Vidhi B. Mandaliya, Director

Mr. P. H. Deval, Chief Financial Officer Mr. P. B. Deshpande, Company Secretary

118 Members were present

Ms. Neetu Godhwani, Partner, M/s. Kucheria & Associates, Chartered Accountants, Auditors

Mr. Umesh P. Maskeri, Secretarial Auditor and Scrutinizer

Mr. Jignesh Anantray Goradia, Internal Auditor

On account of the COVID-19 pandemic, the 35th Annual General Meeting of the Company was convened and conducted through Video Conferencing ("VC")/Other Audio-Visual Means ("OAVM") pursuant to the General Circular Nos.14/2020, 17/2020, 20/2020, 22/2020, 33/2020, 39/2020, 02/2021 dated April 8, 2020, April 13, 2020, May 5, 2020, June 15, 2020, September 28, 2020, December 31, 2020, January 13, 2021 respectively, issued by the Ministry of Corporate Affairs and Circular No.SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 and Circular No.SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 both issued by the Securities & Exchange Board of India, to transact the business as set out in the 35th AGM Notice, without the physical presence of the Members at a common venue.

There were no proxies present at the 35th Annual General Meeting as it was conducted through VC/OAVM.

At the outset, the Moderator greeted the Members and welcomed them to the 35th Annual General Meeting of the Company held through VC/OAVM. He called out the following instructions regarding participation at the Annual General Meeting:-

• 1. The facility of joining the Annual General Meeting through VC/OAVM was being made available to Members on first-come-first-serve basis.
• 1. All Members who had joined the Annual General Meeting were by default placed on mute mode by the Moderator to avoid any disturbance arising from background noise and ensure smooth conduct of the Annual General Meeting.

• At the commencement of Question-Answer session, the Moderator would announce name of the shareholders who had registered themselves as speaker shareholder, one-by-one.

Mr. J. R. K. Sarma, Director was requested to take the Chair and conduct the Annual General Meeting.

Thereupon, Mr. J. R. K. Sarma, Director took the Chair.

The requisite quorum being present, the Chairman welcomed the Members present at the 35th Annual General Meeting and called the Meeting to order.

The Chairman thanked all the Members for joining the 35th Annual General Meeting and wished them good health. He reiterated the fact that due to resurgence of COVID-19 pandemic, lockdown and social distancing norms; the Company was holding the 35th Annual General Meeting through VC/OAVM and that it was in compliance with the General Circulars issued by the Ministry of Corporate Affairs and the Circulars of the Securities & Exchange Board of India.

It was further informed that the Company had taken requisite steps to enable the Members participate and vote on the items being considered at the 35th Annual General Meeting.

The Chairman also apprised the Members that those Members who had not voted earlier through remote e-Voting, could cast their votes during the course of the Meeting through e-Voting facility. The e-Voting facility would also remain open for 15 (fifteen) minutes after the conclusion of the proceedings of the Meeting to enable the Members exercise their votes.

He informed that the Board of Directors had appointed Mr. Umesh P. Maskeri, Practicing Company Secretary for conducting the e-Voting in a fair and transparent manner.

The Chairman said that the Registers as required under the Companies Act, 2013, which were required to be kept open, were available for inspection electronically.

At the instructions of the Chairman, Mr. P. B. Deshpande, Company Secretary read out the Auditors' Report.

The Chairman thereupon said that the following 2 (two) resolution were proposed at the 35th Annual General Meeting:-

Resolution No.1 Ordinary Resolution:

(a) "RESOLVED THAT the audited standalone financial statements of the Company for the financial year ended March 31, 2021 and the reports of the Board of Directors and Auditors thereon laid before this Meeting, be and are hereby considered and adopted."

(b) "RESOLVED THAT the audited consolidated financial statements of the Company for the financial year ended March 31, 2021 and the report of Auditors thereon laid before this Meeting, be and are hereby considered and adopted."

Resolution No.2 Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Mr. Mahesh Raghavan Menon (DIN: 00164298), who retires by rotation at this Meeting, be and is hereby reappointed a Director of the Company, liable to retire by rotation."

The Chairman then invited the Members to seek information/clarification, if any, in connection with the business set out on the Agenda for the Meeting.

One of the Members, Mr. Aspi Bamanshaw Bhesania spoke at the Meeting.

He put forth a query relating to business plans of the Company to enhance revenue.

The Chairman thanked Mr. Aspi Bamanshaw Bhesania for his interest in the Company's working and replied suitably to the query he had put forth. He also requested Members to feel free and send their questions to the Company Secretary and the Company would respond to those questions.

The Chairman then authorized Mr. P. B. Deshpande, Company Secretary to conduct the e-Voting procedure and subsequently to declare the voting results. The e-Voting facility was declared to remain open for the next 15 (fifteen) minutes to enable the Members to cast their votes. The Chairman said that the voting results would be announced within 2 (two) working days of the conclusion of this Meeting and the same would be intimated to BSE Limited and Central Depository Services (India) Limited and uploaded on the website of the Company.

The Chairman further thanked the Members for attending the Annual General Meeting and for their continued support and to the Directors for joining the Meeting remotely.

With the consent of the Members, the Chairman sought permission for leaving the Meeting along with the Board of Directors. He wished all Members for staying safe and healthy.

The Meeting was concluded at 2:15 p.m.

Thereafter, Mr. P. B. Deshpande, Company Secretary administered the e-Voting process for 15 next (fifteen) minutes.

Under the authorization of the Chairman, the Scrutinizer's Report dated September 23, 2021 as submitted by the Scrutinizer, Mr. Umesh P. Maskeri was received and countersigned by Mr. P. B. Deshpande, Company Secretary and thereupon he declared the result of the voting, as per the summary reproduced hereunder:-

1. Ordinary Resolution:-

(a) To consider and adopt the audited standalone financial statements of the Company for the financial year ended March 31, 2021, the reports of the Board of Directors and Auditors thereon.

(b) To consider and adopt the audited consolidated financial statements of the Company for the financial year ended March 31, 2021 and the report of Auditors thereon.

Number of votes in favour: 1,46,75,596 Number of votes against: 696 Declared result: Passed with requisite majority.

1. Ordinary Resolution:-

Reappointment of Mr. Mahesh Raghavan Menon (DIN: 00164298), a Director retiring by rotation.

Number of votes in favour: 1,46,75,336 Number of votes against: 956 Declared result: Passed with requisite majority.

J. R. K. SARMA CHAIRMAN OF THE MEETING

Date of entry in the Minutes Book and date of signing: 05:10:2021

Company Secretary