Varun Beverages Limited — AGM Information 2021

Apr 7, 2021

corp V R R U n BEVERAGES LIITIICED

Corporate Off : Plot No.31, Institutional Area, Sec.-44, Gurgaon, Haryana-122002 (India) Ph.: +91-124-4643100-500 • Fax: +91-124-4643303/04 E-m ail: info@rjcorp.in • Visit us a t : www.varunpepsi.com CIN No. : L74899DL1995PLC069839

April 7, 2021

To,

National Stock Exchange of India Ltd. BSE Limited Exchange Plaza, Block G, C/l, Bandra Kurla Phiroze Jeejeebhoy Towers, Complex, Bandra (E), Mumbai - 400 051 Dalai Street, Mumbai - 400 001 Email: cmlist@nse.co.in Email: corp.relations@bseindia.com Symbol: VBL Security Code: 540180

Sub: Submission of brief proceedings of 26th Annual General Meeting of the Company through webex facility under the SEBI fListing Obligations and Disclosure Requirements! Regulations. 2015

Dear Sir / Madam,

Pursuant to Regulation 30, Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements] Regulations, 2015, please find enclosed herewith brief proceedings of the 26th Annual General Meeting ("AGM") of the Company held today i.e. Wednesday, April 7,2021 at 11:00 A.M. (1ST) and concluded at 11:51 A.M. (1ST) through Webex facility provided by National Securities Depository Limited ("NSDL”) as Annexure - 1.

Further, in accordance with Section 2(41) of the Companies Act, 2013, please note that our Company is following 1st January to 31st December as its Financial Year as approved by the Company Law Board.

This is for your kind information and records.

Yours faithfully F o " ages Limited Ra Chief Risk Officer & Group Company Secretary

EncL: As Above

Regd. Office : F-2/7, Okhla Industrial Area Phase-1, New Delhi - 110 020 Tel. : 011-41706720-25 Fax. 26813665

Annexure- 1

BRIEF PROCEEDINGS OF THE 26th ANNUAL GENERAL MEETING OF VARUN BEVERAGES LIMITED HELD ON WEDNESDAY, APRIL 7, 2021 AT 11:00 A.M. AND CONCLUDED AT 11:51 A.M. THROUGH WEBEX FACILITY PROVIDED BY NATIONAL SECURITIES DEPOSITORY LIMITED ("NSDL")________ ______

The 26th Annual General Meeting ("AGM”) of the Members of Varun Beverages Limited ("Company") was held on Wednesday, April 7, 2021 at 11:00 A.M. (1ST) through Webex facility provided by NSDL.

Mr. Raj Gandhi extended a warm welcome to the Members of the Company and confirmed that Chairman, Board Members and Chief Risk Officer and Group Company Secretary have joined AGM through Webex facility provided by NSDL.

Mr. Raj Gandhi informed the Members that in terms of the provisions of SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015, the Companies Act, 2013 and Rules made thereunder, the Company had provided Remote e-voting facility to its Members to cast their votes electronically on all the resolutions set out in the Notice commenced at 9.00 a.m. on Sunday, April 4,2021 and ended at 5:00 p.m. on Tuesday, April 6,2021. Further, the Company had also provided e-voting facility to cast their votes during the proceedings of AGM and another 30 minutes through e-voting after vote of thanks by the Chairman to enable those Members who had not cast their vote earlier through Remote e-voting.

Mr. Ravi Jaipuria, Chairman of the Company, took the Chair.

The Chairman extended a warm welcome to the Members, Directors and other participants in the Meeting and confirmed that all the Board Members (including Chairperson of Audit, Risk Management and Ethics Committee, Nomination and Remuneration Committee and Stakeholders’ Relationship Committee) are participating through Webex facility provided by NSDL and also confirmed that requisite quorum i.e. 226 Members being present, the Meeting was therefore called to order. Thereafter, he delivered his brief speech.

Though there was no negative qualification/observation in the Auditors Report, the Chief Risk Officer and Group Company Secretary read the full Standalone Auditors’ Report in order to follow good governance.

The Chief Risk Officer and Group Company Secretary read the full Standalone Auditors' Report and informed to the Members that the applicable Statutory Registers, Annual Report and other statutory documents were made available for inspection by the Members on website of the Company.

Since, the Notice convening the 26th AGM was circulated earlier, the same was taken as read.

The following items of business, as per the Notice of 26th AGM dated February 16, 2021 were transacted at the Meeting:

A. Ordinary Business

Ordinary Resolutions

• (i) Adoption of the Audited Standalone Financial Statements of the Company together with the report of Board of Directors and Auditors’ thereon and the Audited Consolidated Financial Statements of the Company including Auditors' Report thereon for the Financial Year ended December 31, 2020.

• (ii) Re-appointment of Mr. Ravi Jaipuria (DIN; 00003668), Director liable to retire by rotation.

• (iii) Re-appointment of Mr. Raj Gandhi (DIN: 00003649), Director liable to retire by rotation.

B. Special Business

Special Resolutions

• (i) Continuation of directorship of Dr. Naresh Trehan (DIN: 00012148), as Non-executive Independent Director in terms of Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

• (ii) Approval of payment of profit related commission to Non-executive Directors of the Company for the Financial Year ending December 31, 2021.

Few Members expressed their hearty congratulations on Company managing the adverse impact of pandemic earlier than expected and also successfully maintaining healthy margins. Further, to avoid repetition, identical questions received from Members were grouped and responded by the Chairman.

The Chairman then concluded the Meeting with a vote of thanks to the Members, Directors and others participants.

The details of the voting results (remote e-voting and e-voting) on all the resolutions as set out in the Notice of AGM along with Scrutinizer's Report shall be submitted separately in due course.

This is for your information and records.

For Varun Beverages Wmited

Raj Gandhi Kapil Agarwal Whole-time Director Whole-time Director & CEO

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Chief Risk Officer & Group Company Secretary