Wires & Fabriks (SA) Ltd. — AGM Information 2023

Jul 18, 2023

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BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai – 400001

Date: 18.07.2023

Scrip Code: BSE-507817

Dear Sir,

Sub.: Proceedings of the 66th Annual General Meeting of the Company held on 18th July, 2023

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are submitting herewith the proceedings of the 66th Annual General Meeting (“AGM”) of the Company held on Tuesday, 18th July, 2023 at 3:00 p.m. and concluded at 3:57 p.m. through Video Conferencing / Other Audio Video Means (VC /OAVM).

This is for your information and records.

Thanking you,

Yours faithfully,

For, WIRES AND FABRIKS (S.A.) LIMITED

JASPREET SINGH DHIR Digitally signed by JASPREET SINGH DHIR DN: c=IN, o=Personal, pseudonym=664134f1726d7749df1f30d5739a74a3947cb74e38f0969b893edbf584adbe07, postalCode=700014, st=WEST BENGAL, serialNumber=76afd1ed44039480ae59d8cffdfc308d0ce413a2acfa969ad6464dfd9276a02f, cn=JASPREET SINGH DHIR Date: 2023.07.18 18:49:38 +05'30'

Jaspreet Singh Dhir Company Secretary & Compliance Officer Membership No. A40826

Enclosed: As above

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Proceedings of the 66[th] Annual General Meeting of Wires and Fabriks (S.A.) Limited held on 18th July, 2023

The 66th Annual General Meeting of Wires and Fabriks (S.A.) Limited was held on Tuesday, 18[th] July, 2023 at 3:00 p.m. IST and concluded at 3:57 p.m. IST through Video Conferencing / Other Audio Video Means (VC/OAVM) in accordance and conformity with the regulatory provisions, circulars and guidelines issued by Ministry of Corporate Affairs (MCA) and Securities and Exchange Board of India (SEBI).

Mr. Kishan Kumar Khaitan, Chairman of the Company took the Chair and he welcomed the members to the 66th Annual General Meeting of the Company. After ascertaining that the requisite Quorum for the Meeting, being present, he declared the Meeting Open and in Order. He further introduced the members of the Board, other officials and invitees present at the meeting.

The Chairman informed the Members that the Register of Directors, Key Managerial Personnel and their respective Shareholdings’, the Register of Contracts and other relevant documents were kept open for inspection by the Members. He further informed that, there were no Adverse Remarks or any Qualifications in the Auditors Report for which deliberations are required to be made and it was taken as read. Thereafter, the Chairman delivered the speech.

The Chairman briefed about the performance of the Company during the last fiscal year and also plans for the future years. Thereafter, the Chairman stated that the Company had provided to its members facility to exercise their right to vote at the 66th Annual General Meeting by electronic means and the businesses were transacted through remote E-Voting services provided by NSDL as per the provisions of the Companies Act and Rules thereon. The remote E-voting period had commenced from 15th July, 2023 at 9:00 am and ended on 17th July, 2023 at 5:00 pm. He further informed, that the Company had also arranged the facilities for its members who were unable to cast vote through remote e-voting, to vote at the meeting through e-voting facility provided by NSDL, which remained open for 30 minutes after the end of the meeting.

After the brief introduction to the Shareholders by the Chairman, he requested Mr. Jaspreet Singh Dhir, Company Secretary of the Company to further conduct and transact the Businesses at the Meeting on his behalf. All the Items (1 to 4) of the Notice dated 25th May, 2023 were read out by the Company Secretary and he also informed the members that all the resolutions had already been put to vote by way of remote e-voting and e-voting during the meeting is also open.

It was announced that the voting results along with the consolidated Scrutinizers Report shall be placed on the website of the Company and on the website of NSDL. The same shall also be simultaneously communicated to the Stock Exchange, where the Securities of the Company are listed.

The members who had registered themselves as speakers to express their views / ask questions during the meeting were then invited to express their views / ask questions. All the queries from the members were replied by Mr. Mahendra Khaitan, Managing Director of the Company.

The Meeting concluded with a Vote of Thanks to the Chair and the Members.

The following items of business, as per the notice of the AGM, were transacted:

1. Adoption of the Audited Financial Statements of the Company for the financial year ended 31st March, 2023, together with the Directors Report and Auditors Report thereon. (Ordinary Resolution)

2. Declaration of dividend at the rate of Rs. 0.10 per Equity Share for the year 2022-2023. (Ordinary Resolution)

3. Appointment of a Director in place of Mr. Mahendra Khaitan (DIN 00459612), who retires by rotation and being eligible offers himself for re-appointment. (Ordinary Resolution)

4. Appointment of Mr. Sanjay Kumar Singh as an Independent Director of the Company. (Special Resolution)

The Scrutinizer Report and Voting Results will be submitted to the Stock Exchange where the shares of the Company are listed i.e. BSE Limited pursuant to Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

For, Wires and Fabriks (S.A.) Limited

JASPREET Digitally signed by JASPREET SINGH DHIR DN: c=IN, o=Personal, pseudonym=664134f1726d7749df1f30d5739a74a3947cb74e38f0969b893edbf584 SINGH adbe07, postalCode=700014, st=WEST BENGAL, serialNumber=76afd1ed44039480ae59d8 cffdfc308d0ce413a2acfa969ad6464dfd92 DHIR 76a02f, cn=JASPREET SINGH DHIR Date: 2023.07.18 18:50:43 +05'30'

Jaspreet Singh Dhir Company Secretary & Compliance Officer Membership No. A40826