Vipul Limited — AGM Information 2020

Sep 25, 2020

Vipul TechSquare Golf-Course Road, Sector-43 Gurgaon - 122 009 Tel: -91-124-406 5500 Fax: 91-124-406 1000 E-mail: info@vipulgroup.in www.vipulgroup.in

Ref. No. VIPUL/SEC/FY2020-21/ 1939	September 25, 2020
The SecretaryBSE Limited, (Equity Scrip Code: 511726)Corporate Relationship Department,At: 1ST Floor, New Trading Ring, RotundaBuilding, Phiroze Jeejeebhoy Towers, DalalStreet, Fort, Mumbai-400001	The Manager (Listing)National Stock Exchange of India Limited,(Equity Scrip Code: VIPULLTD)Exchange Plaza, BandraKurla Complex,Bandra, Mumbai-400051

Dear Sir(s),

Sub: Proceedings at the Twenty-Ninth Annual General Meeting pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

In compliance with Regulation 30(2) read with SI. No. 13 of Para A of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to state that the Members of the Company voted for the following businesses by remote e-voting and through electronic voting system available during the AGM, who presented in the AGM through Video Conferencing / Other Audio Visual Means ("VC/OAVM"), without physical presence of members at the AGM venue at the 29th Annual General Meeting of the Company held today i.e. Friday, September 25, 2020 at 11.00 a.m.: -

ORDINARY BUSINESS

1. (a) Approving and adopting the Standalone Audited Financial Statements including Balance sheet as at March 31, 2020, Statement of Profit and Cash Flow Statement for the year ended on that date and reports of the Board of Directors and Auditors thereon.

(b) Approving and adopting the Consolidated Audited Financial Statements including Balance Sheet as at March 31, 2020, Statement of Profit and Loss and Cash Flow Statement for the year ended on that date and report of the Auditors thereon.

1. Appointment of a Director in place of Mr. Punit Beriwala (DIN: 00231682), who retires by rotation and being eligible, offers himself for re-appointment.

SPECIAL BUSINESS

• 1. Ratifying the remuneration payable to M/s Vijender Sharma & Co., Cost Auditor, for conducting cost audit for the financial year ending March 31, 2021.
• 1. Re- appointment of Mrs. Ameeta Verma Duggal (DIN: 02532003) as Non-Executive Independent Director of the Company for a second term of five consecutive years w.e.f. September 26, 2020.
• 1. Appointment of Ms. Vishaka Beriwala (DIN: 07323616) as a Director

E-mail: info@vipulgroup.in

www.vipulgroup.in

Disclosure in terms of Regulation 30 of SEBI (LODR) Regulation, 2015 w.r.t. Directors seeking appointment/re-appointment is attached as an Annexure-I.

The 29th Annual General Meeting (AGM) of the Company was held today i.e. Friday, September 25, 2020 at 11:00 a.m. through Video Conferencing/Other Audio Visual Means ("VC/OAVM"), without physical presence of members at the AGM venue in compliance with the Ministry of Corporate Affairs Circular dated 5th May 2020 read with Circular dated 8th April 2020 & 13th April 2020 and Securities and Exchange Board of India Circular dated 12th May 2020. The venue of the AGM shall be deemed to be the Registered Office of the Company at Unit No. 201, C-50, Malviya Nagar, New Delhi-110017.

The following Directors, KMP's, CFO and Auditors were present in the meeting through video conferencing (VC) from their respective locations:

• Mr. Punit Beriwala (DIN:00231682), Managing Director & Chief Executive Officer of the L. Company and Member of Audit Committee, Stakeholders Relationship & Share Transfer Committee and Risk Management Committee of the Board of the Company;
• Mr. Vikram Kochhar (DIN: 03098195), Non-Executive Independent Director of the Company, Chairman of Audit Committee, Stakeholders Relationship & Share Transfer Committee, Nomination and Remuneration Committee and member of Corporate Social Responsibility Committee and Risk Management Committee of the Board of the Company;
• Mr. Kapil Dutta (DIN: 00964585), Non-Executive Independent Director and Chairman of the Board and member of Audit Committee, Stakeholders Relationship & Share Transfer Committee and Nomination and Remuneration Committee of the Board of the Company;
• Mrs. Ameeta Verma Duggal (DIN: 02532003), Non-Executive Independent Director of the Company and member Chairperson of Corporate Social Responsibility Committee and Risk Management Committee and member of Audit Committee, Stakeholders Relationship & Share Transfer Committee and Nomination and Remuneration Committee of the Board of the Company;
• Mr. Anil Kumar Tibrewal, Chief Financial Officer of the Company;
• Mr. Sunil Kumar, Company Secretary of the Company;
• Mr. Deep representing M/s. JUSU & Associates, Statutory Auditors of the Company; and
• M/s AVA Associates through its Partner Mr. Amitabh, Practicing Company Secretary (Membership No. 14190, COP No. 5500), representing Secretarial Auditors of the Company as well appointed as the Scrutinizer to scrutinize the remote e-voting process and e-voting at Annual General Meeting in a fair and transparent manner.

The Company Secretary informed the Shareholders that in compliance of Section 108 of the Companies Act, 2013 ('Act'), read with Rules framed thereunder, Secretarial Standard -2 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had provided to the Members the facility to exercise their vote at the 29th Annual General Meeting by remote e-voting from Monday, September 21, 2020 (9:00 a.m.) till Thursday, September 24, 2020 (5:00 p.m.).

Registered Office: Unit No 201, C-50, Malviya Nagar, New Delhi-110017 CIN No: L65923DL2002PLC167607

Vipul TechSquare Golf-Course Road, Sector-43 Gurgaon - 122 009 Tel: -91-124-406 5500 Fax: 91-124-406 1000 E-mail: info@vipulgroup.in www.vipulgroup.in

Further, the facility for voting through electronic voting system was available during the AGM (insta poll) and only those Members, who was present in the AGM through VC/OAVM facility and have not cast their vote on the Resolutions through remote e-voting and were otherwise not barred from doing so, shall be eligible to vote through e-voting system in the AGM.

The Company Secretary also informed that all the documents referred to in the accompanying Notice and Explanatory Statements were available for inspection on the website of the Company till the date of this Annual General Meeting.

Further during the AGM, the Register of Directors and Key Managerial Personnel and their Shareholding maintained under Section 170 of the Act, the Register of Contracts or arrangements in which Directors are interested under Section 189 of the Act were open for inspection during the continuance of the meeting.

Mr. Punit Beriwala, Chairman, Managing Director & Chief Executive Officer chaired the proceedings of the AGM in accordance with the Articles of Association of the Company. The Chairman introduced the Directors present at the AGM.

He also informed that Ms. Vishaka Beriwala (DIN: 07323616), Non-Executive Non-Independent Director of the Company could not attend at the meeting due to her preoccupation and sent best wishes for the shareholders of the Company.

The requisite quorum being present, the Chairman called the meeting to order. The quorum was present throughout the meeting. The Chairman delivered his speech to the shareholders.

With the consent of all the Members present, the Notice of AGM dated August 20, 2020, the Board's Report, Audited Annual Accounts and other related reports were taken as read

The members were informed that with respect to consolidated financials for the financial year ended 31.03.2020, these Statement does not include the financial information of one subsidiary i.e. Vipul SEZ Developers Pvt Ltd along with its four subsidiaries while the Statement of Consolidated Assets and Liabilities for the year ended March 31, 2020, includes the consolidated Balance Sheet of the said subsidiary for the year ended March 31, 2018.

In respect of consolidated financials for the financial year ended March 31, 2020 that the auditors who had audited the financial statement of the aforesaid subsidiary had expressed a modified opinion on the consolidated financial statements for the year ended March 31, 2018. In the absence of audited consolidated financial statement for the year ended March 31, 2020, the auditors have expressed their inability to comment whether the circumstances which resulted in the modified opinion still exist.

The Chairman briefed the Shareholders about each item set out in the Notice dated August 20, 2020 calling the 29th Annual General Meeting.

Vipul Limited Vipul TechSquare Golf-Course Road, Sector-43 Gurgaon - 122 009 Tel: -91-124-406 5500 Fax: 91-124-406 1000 E-mail: info@vipulgroup.in www.vipulgroup.in

The Chairman stated that since he was interested in item no-2 $&$ 5. Therefore, he requested that for item no. 2 & 5 of the notice, Mr. Vikarm Kochhar, to Chair the meeting and conduct the proceedings. With the consent of all members present Mr. Vikram Kochhar was elected as Chairman of the meeting for the item no. $2 & 5$ .

The Chairman then invited the members to give their suggestions and sought enquiries on the Company's accounts, businesses and on the resolutions as proposed in this AGM through the Chat Box facility provided by CDSL at the AGM. Further the members had registered themselves as speakers, were invited to express their views/ queries in the AGM.

The Chairman informed to the Members that $M/s$ AVA Associates through its Partner Mr. Amitabh, Practicing Company Secretary (Membership No. 14190, COP No. 5500) was appointed as the Scrutinizer to scrutinize the remote e-voting process and voting at AGM in a fair and transparent manner.

Further, the Chairman informed the Members that the result of E-voting and voting through electronic system at the meeting (insta poll) will be announced within 48 hours from the conclusion of the Meeting and the results shall also be placed on the website of the Company and be intimated to Central Depository System (India) Limited and Stock Exchanges where the securities of the Company are listed. Further, a copy of the same shall also be placed on the Notice Board at the Registered Office and the Corporate Office of the Company.

The Chairman thanked all the members for their participation in the meeting. The meeting concluded at 11.36 a.m. The E-voting facility was kept open for next 15 minutes to enable the Shareholders to cast their vote.

You are requested to take the above information on record and bring the same to the notice of all concerned.

Thanking you Yours faithfully For Vipul Limited

$54 - 10$

(Sunil Kumar) Company Secretary A-38859

Vipul TechSquareGolf-Course Road, Sector-43 Gurgaon - 122 009 Tel: -91-124-406 5500 Fax: 91-124-406 1000 E-mail: info@vipulgroup.in www.vipulgroup.in

NameoftheDirector	Mrs. Ameeta Verma Duggal	Ms. Vishaka Beriwala	Mr. Punit Beriwala
ofCategoryDirectorship	Non-ExecutiveIndependentDirector	Non-Executive Director	Managing Director
DIN	02532003	07323616	00231682
Date of Birth	June 18, 1968	Novemeer 14, 1987	December 1, 1964
ofDate	10.02.2015	13.11.2019	October 30, 2002
appointment onthe Board
Qualification,Experience&Brief profile andnature of theirexpertiseinspecificfunctional areas	Ms. Duggal, did her graduation inEnglish (Hons.) from Lady ShriRam College and obtained herdegree in law from the DelhiUniversity. She commenced hercareer as a lawyer in litigation andworked with eminent law firmsboth in India & abroad. She wasalso awarded a British CheveningScholarship by the Foreign andCommonwealth Office to study atthe College of Law, York.During the span of over 20 yearsof her professional life, Ms.Duggal has gathered extensiveexperiencein crossbordertransactional and conveyancingwork, including review and	Ms. Vishaka Beriwala, is agedabout 32 years. She holds B.Com (Hons) degree fromDelhi University and MBAfrom ESADE Business School,Barcelona Spain.Ms. Beriwala has experienceof about 10 years with keyfocus on Marketing & StrategyConsultant, Market ResearchAnalyst, Virtuous Retail, andMarketing & Quality Analyst& Facility Management. She isextremely competenttodischarge the functions andtasks associated with herposition as Non-ExecutiveDirector. She will play acrucial role in overseeingactivities at the Company.	Mr.PunitB. ComandBeriwala has over 32 years ofrich experience out of whichover 17 years in real estateindustry. His innovation andforethoughtintheconstruction of the premiumbuildingsinIndiaarereflectiveofhisfarsightedness.
	drafting of escrow agreements,foreign collaboration agreements,ventures,shareholdersjoint
	agreements, technology licenseagreements and other commercialdocuments.
Directorshipheld in othercompanies	NIL	BuildwellGreenfieldPrivate LimitedProjectsHighClassLimitedSPBBuildwellPrivateLimitedBright VyapaarPrivateLimited	- Millennium Plaza Limited- Vipul SEZ Developers PrivateLimited- S.B. Developers Limited- Aman Resorts Private Limited- Bhatinda Hotels Limited- S.U. Finance Limited- Mudra Finance Limited.ChoiceRealEstateDevelopers Private Limited- High Class Projects Limited

Registered Office: Unit No 201, C-50, Malviya Nagar, New Delhi-110017 CIN No: L65923DL2002PLC167607

Vipul TechSquare Golf-Course Road, Sector-43 Gurgaon - 122 009 Tel: -91-124-406 5500 Fax: 91-124-406 1000 E-mail: info@vipulgroup.in www.vipulgroup.in

			- Vipul Modern BuildconPrivate Limited- Ngenox Technologies PrivateLimited- Sarvmanglam Builders &Developers Private Limited
MembershipChairman shipcommitteesofacross all otherpubliccompanies	NIL	NIL	NIL
RelationshipwithotherDirectors/Manager/KeyManagerialPersonnel	NIL	DaughterMr.PunitofBeriwala, Managing Director& Chief Executive Officer ofthe Company	FatherVishakaMs.ofBeriwala,Non-ExecutiveDirector
Shareholding inthe Company(PromoterGroup)	NIL	NIL	32.96%
No. ofBoardMeetingattended duringCalendartheYear 2019	$2$ (Two)	$1$ (One)	$04$ (Four)
No. ofBoardMeetingattended duringFinancialtheYear 2019-20	$2$ (Two)	2(Two)	$04$ (Four)
Whetherdebarred fromholdingstheoffice of Directorpursuant to anySEBI order orany other suchauthority	No	No	No