Vadilal Enterprises Ltd. — AGM Information 2020

Sep 30, 2020

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Date: 30[th] September, 2020

To, Department of Corporate Services, BSE Limited, Phiroze Jeejeebhoy Towers Dalal Street, Fort, Mumbai - 400 001. Scrip Code : 519152

Dear Sir,

Subject: Gist of Proceedings of 35[th] Annual General Meeting of Vadilal Enterprises Limited held on Wednesday, 30[th] September, 2020 at 2.00 p.m.

Pursuant to the provisions of Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, Please find attached herewith a gist of the proceedings of 35[th] Annual General Meeting of Vadilal Enterprises Limited held on 30[th] September, 2020

Please receive the same in records.

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Gist of proceedings of 35[th] Annual General Meeting of Vadilal Enterprises Limited held on 30[th] September, 2020 at 2.00 p.m.

The 35[th] Annual General Meeting (AGM) of the Company was held on Monday, 30[th] September, 2020 Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”) at 2.00 p.m.

Mr. Rajesh R. Gandhi, Chairman and Non-Executive and Non-Independent Director of the Board of Directors took the Chair. After ascertaining the requisite Members being present in person to form the quorum and for conducting the business of the meeting, Mr. Darshan Shah, Company Secretary, on behalf of the Chairman called the meeting in order.

Company Secretary introduced all the Directors who had joined the meeting via VC. The meeting was attended by all Directors. It was also informed that representatives of Statutory Auditors and Secretarial Auditors of the Company were also present and attending the meeting.

After welcoming the Members and briefing the Members about the operations and functioning of the Company by the Chairman, the following business, as mentioned in the notice dated 27[th] August, 2020 convening the meeting, was carried out.

Ordinary businesses:

As an Ordinary Resolution:

• 1) To consider and adopt Balance Sheet, Statement of Profit & Loss and Cash Flow Statement of the Company for the year ended on 31st March, 2020, along with reports of the Directors and Auditors thereon

• 2) To appoint a Director in place of Ms. Mamta R. Gandhi (DIN: 00674579) who retires by rotation at this Annual General Meeting in terms of Section 152(6) of the Companies Act, 2013 and being eligible, offers herself for re-appointment.

• 3) To approve appointment of M/s. Arpit Patel & Associates, Chartered Accountants, Ahmedabad as Statutory Auditors for the period of 5 years and fix their remuneration

Special Businesses:

As a Special Resolution:

• 4) To re-appoint Mr. Ashish Modi (DIN: 02506019) as an Independent Director of the Company for the period of 5 years

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• 5) To re-appoint Mr. Preet Shah (DIN: 05131516) as an Independent Director of the Company for the period of 5 years

As an Ordinary Resolution:

• 6) To Appoint Mr. Chetan Tamboli (DIN: 00028421) as an Independent Director of the Company for the period of 5 years

Company Secretary informed members that remote e-voting commenced from Sunday, 27[th] September, 2020 at 9.00 A.M. and ended on Tuesday, 29[th] September, 2020 at 5.00 P.M. further he informed that e-voting facility also available during AGM to the Members who are attending the Meeting virtually and not casted their votes earlier at the time of remote e- voting.

Company Secretary informed members that Mr. Manoj Hurkat of M/s Manoj Hurkat & Associates, Practicing Company Secretaries, Ahmedabad has been appointed as a scrutinizer to scrutinize the votes casted through e-voting process. The scrutinizer, after scrutinizing the votes, will submit the Scrutinizer’s Report to the Chairman within the statutory time limit. Thenafter, the Combined Results will be declared by the Chairman/Company Secretary and submitted to the Stock Exchange and CDSL. The combined results shall also be placed at the web-site of the Company viz. www.vadilalgroup.com.

The meeting concluded with a vote of thanks.

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