Garware Polyester Ltd._ GARWAHE HOUSE, 50 - A, SWAMI NITYANAND MARG,

VILE PARLE (EAST), MUMBAl-AOO 057.

TEL.: 91-22-6695 5000 ( 15 Llnes ) FAX: 2824 8155/66

Date: 15.03.2019

BSE Limited

Corporate Relationship DepartmentPhiroze Jejeebhoy Towers

25”1 Floor. Dalal Street,

Fort, Mumbai 400 001.

Dear Sir/Madam,

Sub: Compliance under Regulation 44 of the SEBI [Listing Obligation and

Disclosure Requirements) Regulations, 2015 (“Listing Regulations”),

Ref: Postal Ballot - Script Code : 500655.

This is with reference to our letter dated February 12, 2019, wherein we had

enclosed the Postal Ballot Notice (“Notice") dated January 24, 2019 along with

Explanatory Statement and the Postal Ballot Form, for seeking approval of the

shareholders of the Company for businesses as specified in the Notice.

In connection with the above, please find enclosed the following:

1. Voting results pursuant to Regulation 44(3) of Listing Regulations; and

2. Scrutinizer’s Report on voting through Postal Ballot (including voting byelectronic meansi dated 15Lh March, 2019.

The resolutions as specified in the Notice have been passed by the shareholders

of the Company with requisite majority.

Voting results along with the Scrutinizer’s report will also be made available on

the Company’s website at \Arwwganvaregolyeom

This is for your information and records.

Thanking you,

For Garware Polyester Limited

Par Doshi

\Company Secretary.

Encl: as above.

HEGD. OFFICE: NAIGAON. POST WALUJ. AURANGABAD 431 133.CIN No. : L10389MH1957PLC010839 Webslle : www.9arwsrapoly.eom

n. E 5,909 mums

(61.111133 GARWARE POLYESTER LIMITED

GARWARE POLYESTER LIMITED

Regulations, 2015‘

Postal Ballot Voting Results

Date of Postal Ballot Notice January 24, 2019

Disclosure pursuant to Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirement) i

vi

Voting start date February 13, 2019

Voting end date March 14, 2019

Date of declaration of Results of Postal Ballot) March 15, 2019

Total number of shareholders as on record

date ( ie as on Friday, February 1, 2019)

22394

No. of shareholders present in the meeting

either in person or through proxy.

a Promoter and Promoter Group

b. Public

NOTAPPLICABLE

No. of shareholders attended the meeting

through Video Conferringr

a. Promoter and Promoter Group

b. Public

NOT APPLICABLE

D e 1060 02mm

GARWARE POLYESTER LIMITED

Resolution 1: Re—appointment of Mr. B. Moradian (DIN 00242123) as an Independent Director of the Company to hold

office for a second term of five consecutive years from 1‘1 April, 2019 to 31" March, 2024.

Resolution required : (Ordinary/Special) Special7

Whether promoter/Promoter group interested in the agenda resolution No

Sr. Promoter] Mode Total No. No. of % of Votes No. of No. of % of Votes % of Votes

No. Public of of shares Votes Polled on Votes — Votes- in lavour on against on

Voting held Polled outstanding in favour Against votes votes polledshares polled

[1] [2] [3l=([21/[1]} l4] [5} [SHIN/[2]) [7]=l[5]/[le'100 *100 *100

.

1 Promoter E- 14087467 100.00 14087467 0 100.00 0.00

and Voting

promoter Poll 0 0.00 o 0 0.00 ’0 06

Gm”Postal

14087467

0 0.00 o o 0.00

7

0:60Ballot

, , , ,

Total 14087467 100.00 14087467 0 100.00 0.00

2 Public- E7 853756 97.43 853756 0 100.00 0.00

|nstitutiona| VotingA

holders Poll 0 0.00 0 0 o 0.60

Postal876272 7

0 0.00 0 o 0 0.00

Ballot

Total 853756 97.43 853756 0 100.00 0.00

3 PuinCa E- 2616899 31.65 17036 2599863 0.65 99 35

Others Voting

Poll 0 0.00 0 0 0.00 0.00

8268655

Postal 7512 0.09 6350 1162 84.53 15 47

Ballot

Total 2624411 31.74 23386 2601025 0.89 99111

Total 23232394 17565634 75.61 14964609 2601025 85.15 14.81

D E 1000 02/2014

GARWARE POLYESTER LIMITED

Resolution 2: Re—appointment of Mr. Ramesh P. Makhija (DIN 00209869) as an Independent Director of the Company to1

hold office hr 3 second term of five consecutive years from 1’I April, 2019 to 31" March, 2024.

Resolution required : (Ordinary/Special) Special77

Whether promoter/Promoter group interested in the agenda resolution No_ ,5.

Sr. Promoter] Mode of Total No. No. of % of Votes No. of No. of % of Votes 96 of Votes

No. Public Voting of shares Votes Polled on Votes - Votes— in favour on against on

held Polled outstanding in favour Against votes votes

shares polled polled77

[1] [2] l3l=([2]/[1D l4] [5] [5]=l[4]/[2D l7]={[5]/[le'100 *100 '100

...._.,

1 Promoter E-Voting 14087467 10000 14087467 100.00 0.00

:“d t

Poll 0 0.00 0 0.00 0,00"romo er

.

.5.

Group Postal14037467

0 0.00 o 0 0.00 0.00

Ballot

Total 14087467 100.00 14087467 0 100.00 0.00

2 Public- E~Voting 853756 97.43 853756 0 100.00 0.00

Institutional.77

holdersPoll 0 0.00 0 0 0 0.00

Postal875272

0 0.00 0 0 o 0 00

Ballot‘

Total 853756 97.43 853756 0 100.00 0.00 I

3 Public —

E-Voting 2616899 31.65 17036 2599863 0.65 09.35‘

OthersPoll 0 0.00 0 0 0.00 0.00

'

Postal 32535557512 0.09 6170 1342 82.14 ’17 30

‘

Ballot. ,.

1 Total 2624411 23206 2601205 0.39 99.11

Total 23232394 17565634 14964429 2601205 85.19 7147.617

u s 1000 02mm

Gnu/rue GARWARE POLYESTER LIMITED

i Resolution 3: Re-appointment ofDr. M. C. Agarwal (DIN:02595878) as an Independent Director of the Company to hold ofiieifor a second term of five consecutive years from 1“ April, 2019 to 31“ March, 2024.

Resolution required : (Ordinary/Special) Special

7“ WV

Whether promoter/Promoter group interested in the agenda resolution No

Sr. Promoter] Mode of Total No. No. of % of Votes No. of No. of % of Votes % of Votes

No. Public Voting of shares Votes Polled on Votes — Votes- in favour on against on

held Polled outstanding in favour Against votes votes

shares polled polled1. V

[1] l2] [3l=([Z]/[1]) [4i [5] [6]=([4]/[2]l [7]={l5]/[Zl)*100 *100 *100

““““

1 Promoter ErVoting 14087467 10000 14087467 100.00 0 00

V :“d t

Poll 0 0.00 0 0.00 000romo er

. ,

1 Group Postal14087457

0 0.00 0 0 0,00 0 00

l Balloty ___

| Total 14087467 100.00 14087467 0 100.00 0.00l

2 Public, E~Voting 853756 97.43 853756 0 100100 0.00

Institutional W W,

holdersPoll 0 0.00 0 0 0 D 00

Postal876272

0 0.00 0 o 0 006'

3 Ballot. 7 .

‘Total 853756 97.43 853756 0 100.00 0100

L7 ,

l 3 Public— Eavoting 2616979 31.65 17116 2599863 0.65 99 35

O‘he's Poll 0 0.00 0 o 0.00 0 00‘

Postal 8258555 7511 0.09 5972 1539 79.51 207497

Ballot

Total 2624490 31.74 23088 2601402 0.88 99.12

Total 23232394 17565713 75.61 14964311 2601402 85.19 14.81

Notes

1. Voting rights on the shares transferred to ‘Garware Polyester Limited — Unclaimed Suspense Account’ and those

transferred to the lInvestor Education and Protection Fund' are frozen;

2. The votes polled does not include in invalid votes; and

3 All the aforesaid resolutions were passed with requisite majority.

For Garware Polyester Limited

WVParag goshi

V‘ompany Secretary

D E mac 022014

NILESH SHAH & ASSOCIATES

Company Secretaries

Ref.

Report of Scrutinizer in Respect of Postal Ballot Voting Process

[Pursuant to Section I l0 ofthe Companies Act, Em} and Rule 22 read with Rule 20 ofthe

Companies (Management and Administration) Rules, 20M]

TolThe Chairman

Garware Polyester Limited

Naigaort Post Waluj,Aumngabad — 43 I l33

Dear Sir.

SUB: Scrutinizer’s Report on Postal Ballot Voting Process and E-Votlng Process

conducted pursuant to the provisions of Section 110 of the Companies Act, 2013 (theAct’) read with Rule 12 and Rule 20 of the Companies {Management and

Administration Rules,2014

The Board of Directors of Garware Polyester Limited (‘the Company‘) vide its resolution

passed on Thursday, 24‘h January, 20l9, decided to conduct the process of voting through

postal ballot for obtaining approval of Shareholders of the Company for the following specialresolutions as set out in the notice dated Thursday, 24'11 January, 20l 9:

- Rte-appointment of Mr. B, Moradian (DIN 00242123) as an Independent Director of the

Company to hold oflice for a second term of five years from lst April. 2019 to Slst

March, 2024.

I ReAappointment of Mr. Ramcsh P. Makhija (Dl‘N 00209869) as an Independent Director

ofthe Company to hold office fora second term of five years from lst April, 20l9 to 3lst

March. 2024,.

I Re»appointment of Dr. M rCl Agarwal (DIN : 002595878) as an Independent Director of

the Company to hold ofl‘ice for a second term of five years from lst April. 20l9 to 315!

March, 2024.

The Company has provided the facility of voting through electronic means as required under

the provisions of Section 108 read with 110 of the Companies Act. 20l3 and Rule 22 read

with Rule 20 of the Companies (Management and Administration) Rules, 2014 read alongwith applicable provisions of Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations. 2015

l. Nilesh G. Shah of M/s. Nilesh Shah & Associates, Company Secretaries (Membership No

FCS 4554) was appointed as a Scrutinizer by the Company for the purpose ofthe conductingthe postal ballot voting process and e-voting process in a fair and transparent manner in

respect of obtaining approval of Shareholders of the Company for the aforesaid matter as

required under the above stated provisions of the Companies Act. 2013.

211—8 (Back Sun) 206 Floors Budding N0. 1. Sons Udyogr Pars: Panchayai Road Ext", of Old Nagsrdas RDa.

Mumhal - 400 0%. EL 1 2870 7524 I 2520 3532 Email '. lvileshQngshathm

(SM-A. Poona"! Sagan Pounarn Nagar, 0", Mahakall Caves Road, Andheri (East), Mumbfll — 400 093.

Tel; 2836 3419 Email: ngshsh.cs@gmailoom

NILESH SHAH & ASSOCIATES

Company Secretaries

Ref:

The management of the Company is responsible to ensure the compliance with the

requirements of the Companies Act, 2013 and Rules relating to voting through postal ballotand electronic means on the resolution contained in the notice of postal ballot. Our

responsibility as a scrutinizer for the postal ballot voting process and e—voting process is

restricted to ensure that the voting process is conducted in a fair and transparent manner andmake a Scrutinizer's report of voting through postal ballot including e—Voting. containingsummary of the votes cast "in favour" or "against" the resolution as stated above. based on

the reports generated from the postal ballots received from the shareholders and e-voringsystem provided by the National Securities Depository Limited (NSDL). the authorized

agency to provide e-voting facilities. engaged by the Company.

The notice of Postal Ballot dated Thursday, 24‘h January. 2019 along with the statement

setting out material facts pursuant to Section 102 ofthe Companies Act, 2013 and Companies(Management and Administration) Rules. 2014 was sent to the Shareholders of the Company,by physical and electronic mode, as required.

The Shareholders of the Company holding shares on the cut-off date of Friday. 01‘l February.2019 were entitled to vote on the resolutions as set out in the notice.

In this regard. l submit my report as under:

L The Company had provided facility of casting vote to the Shareholders of the Companythrough postal ballot voting process and also through electronic means. i.e. by remote e-

voting on the platform provided by NDSL.

Z. The Company had followed the process as required under Section 108 read with 110 of

the Companies Act. 2013 and Rule 22 read with Rule 20 ofthe Companies (Managementand Administration) Rules, 2014 in respect of providing voting facility through postalballot and electronic means.

3. All the Postal Ballot Forms received up to 0500 pm. on Thursday. l4m March. 2019. the

last date and time fixed by the Company for receipt of the Postal Ballot Forms were

considered for my scrutiny for the purpose of this report.

4. The Postal Ballot Forms were kept in my safe custody.

5. The e-voting period remained open from Wednesday, 13‘” February, 2019 at 09.00 am.

up to Thursday, l4m March. ZOI‘) Iill 5.00 porn

6. At the end ofthe e~voting period. 1 have unblocked the electronic votes in the presence of

two witnesses not in the employment ofthe Company,

7. The details containing a list of Shareholders who voted ‘for’ or ‘against‘ 1h

was downloaded from the e‘voting website of NSDL.

211-3 (Back save) 2nd Floor. Bullding No. 1.50712 Udyog. Pilsi Pannha‘yill Rosa am at Old Nagardu

'

(Eastl.\Mumbai » M70 0591:». :2320 7324 I 2320 3582 Email . niteanngshal-mom

ISM—A, Poonarn Sager. Poonarn Nagar. Off. Mahaksli Caves Road. Andheri (East). Mumbai - too 09:.

“31.12836 3419 Ema" : "gshah.es@gmail.oom

NILESH SHAH & ASSOCIATES

Rel:

Company Secretaries

81 I have scrutinized the votes casted through electronic means and also through postalballot forms for the purpose ofthis repon. Signatures ofthe members‘ who voted throughphysical postal ballot were verified by the RTA — Link [mime india PvL Ltd.

9. The particulars of all the electronic votes cast by the shareholders through e-volingprocess and votes cast by the members through Postal Ballot forms have been recorded ina regisler separately

10.

maintained for the purpose.

Shareholders of the Company is as under:

Resolution Nu. 1:

A summary of the Postal Ballot Forms received and votes cast (including e-voting) by

Re-annointment of Mr. B. Maradian (DIN 00242123) as an

independent Director of the Comganx to hold office for a second term of five xearsfrom 1st Anril, 2019 to 31st March, 2024:

(i) Voted in favour ufthe resolution:

Number ofvotes % uftotalMode 01‘ Voting

Number

alsembers registered by number of validW

them votes registeredr

Through Postal Ballot 56 6350 84153%

“mug“ BMW“101 14958259 85.19%

Means

Total 157 149646119 85.19%

(ii) Voted against the resolution:

,1

Number of members Nair/71::01'

0/. of total “Mb"

Mode of Voting . , of valid vol-svoting registered by

registeredIhem

Through Postal Ballet 3 l 162 l5.47%

”mg" Beam“9 2599863 14.8 1%

Means

Total 12 2601025 14.81 %

211-81m Slde) Ind Flour. Building No. 1. Sons UdYBfi. Pml l’anmayat Rnsd‘ Bill of Old Nagardas Road. Andhen (Easll‘Mumbai - 400 069. Tel. : 2820 7324 [2820 3582 E-mail : nileanngsllflime

sea-A, Poonam Sager, Pomxam New, Ofl. Manakall Cam Read, When (East), Munmai - 400 093'

Tel: 2836 3419 Email : ngshah,m@gmail,com

NILESH SHAH & ASSOCIATES

Re!"

(iii) Invalid / Abstain Votes:

Company Secretaries

Mode of Voting

Total number of members

whose votes were declared

invalid I who have abstained

from voting

Total Number of votes

registered by them

Through Postal Ballot 9 7697

Through Electronic Means I 80

Total ID 7777

Resolution No. 2: Re-angoiutment of Mr. Ramesli P. Makhlla DIN 00209869} as an

Independent Director of the Company to hold office for a second term of five years

from lsl Anril, 2019 to 313! March, 2024:

(i) Voted in favour of the resolution:

Number of membersNumber Oriole: °/a of total

Mode of Voting registered by number of validvoted

.

them votes registered

Through Postal Ballot 54 film 82.l4%

“mg“:Elem)“

lOI l4958259 85. I 9%cans

Total 155 14964429 85.19%

(ii) Voted against the resolution:

Number of

. Number nfmembers Votes% of total number

Mode of Voting . , ofvalid votes

voting registered by t.

‘ registeredthem ‘

7

Through Postal Balloi 5 1342 17.36%

Through Electronic9 2599863 l4.8|%

_

Means

Total 14 2601205 14.81%

a."/

H a. AS

[3/6“ 5%.4,3: minim ‘7,“

A:\ 1, I

\* \

ZH-B (Bldt Side) 2nd Floor. Buildlng No. 1. Sana Udyag. Farsi FmChayal Row, Extn. ofOtd Nagandas Road. Andhari (East)Mumbai - 4m 06! Tel.

'

2520 7824 72520 3552 Small : nibshQngshahnom

304~A, Poanam Sagan Poonam Nagar, on. Mahakali Caves Road, Andhsvi (East). Mumbai - 400 093.

Tel: 2836 3419 Email : ngshah.¢:@gmail.oom

NILESH SHAH & ASSOCIATES

Company Secretaries

Refs.

(iii) Invalid / Abstnin Votes:

Total number of members 7

Modeofvming 3.1135573:35:: 3:333; 233233131122“ ifrom voting

‘

Through Postal Ballot 9 7697

Through Electronic Means I 80

TomV

H)

7 V

7777

Indegendent Director of the Comganx to hold office for n sgond term of five years

from Is! Agril, 2019 to 3131 March, 2024:

(i) Voted in favour of the resolutinn:

Number of membersNumber of votes % of total

Mode of Voting registered by number of validvoted .

them votes reglstered ‘

Through Postal Ballot 53 S972 79.5I%

I

‘

ThmflElem‘m‘c

102 14953339 85. |9%earls

Total 155 14964311 85.19%

(ii) Voted against the resolution:

N he I be ““333;of

% of total number

Mode of Votingum r

o.mem rs

. of valid votes

voting registered by .

registered ‘

them

Through Postal Ballot 6 1539 20.49%

Through l-ilectromc9 2599863 l4.8|%

Means

Total 15 2601402 14.81%

211-5 (Bank 5m) 2nd Floor, Building No. 1, Sana Uayog. Parsl Psnwayal Read an at on: Nagavdss Road, Amheri (East) 937‘Mumbai - ‘00 069. Tel. 2 2520 782‘12320 3532 E-mail : nileshgngshancnm

ism-A, 9mm Sag-ax, mam Hagar. Off. Mahakali Caves Road. Andhori (East). Mumbai - 400 093,

Tel: 2836 3419 Email : ngshah.es@grnail.cam

NILESH SHAH 8: ASSOCIATES

Rat:

Invalid / Abstain Votes:(iii)

Mode of Voting

Company Secretaries

Total number of members

whose voles were declared

invalid IWIIO have abstnined

from voting

l,

Total Number of votes

registered by them

Through Postal Ballot 9 7698 )Through Electronic Means 0 O 1

Total 9 I 7698l

I L The Postal Ballot Forms and all other relevant records were handed over to the CompanySecretary of the Company for safe custodyr

Recammendarian:

The resolutions should be considered as passed having secured the requisite majority ofvoles

and therefore he accepted. You may accordingly declare the result oflhe voting.

Thanking You.

For Nilesh Shah & Associates

Practicing Company Secretaries

Nllesh G. Shah

Partner

Membership No. : FCS 4554

C? No. 2631

Place: Mumbai

Date:\ 0% 29a

211—8 (Bank Side) 2nd Floon Buildlng ND. 1_ Sana Uayog. Farsi Panchayat R031 Exln. at Old Nagardas Roadfindhen (Fast)

Mumhal - “)0 069. Tel. : 2820 7526 I 2820 3552 E-mail : nilesh@ngshnh.oom

304-A, Paanam Sagan Paonam Nagar, 0". Mahakali Caves Road. Andheri (East), Mumbai . 400 093

Tel : 2836 3419 Email : ngshah.cs@gmail.com