PPAP Automotive LimitedRegulation_… · eral Meeting (AGM) of the shareholders of the Company. Our responsibility as a tinizer is to make a Scrutinizer's report of the votes cast

0$ APAC & ASSOCIATES LLPCOMPANY SECRETARIES

. Reference No.: 04lNA/2016-17

Conso-li.dated Report of Scrutinizer on remote e-voting and voting through pollingEreT

fPursuant to Section 108& L09 of the Companies Act,2013 and Rule 20 &21, of theCompanies [Management and Administration) Rules ,2AI4 read with Companies

fManagement and AdministrationJ Amendment Rules, Z0I5]

To,

The ChairmanM/s PPAP Automotive limitedIFarnrcrly l(nown as Precision Pipes and Profiles company Limited).54, Okhla Industrial Estate,Phase III, New Delhi-110020

Sub: Report on voting through electronic means carried out during 3rdSeptember,20LG (10:00 A.M.) to 6thseptember, 2016 (5:00 p.M.) and poll conducted at theTwenty First Annual General Meeting of the Company held on Wednesdaq, 7thScptembcr,20L6 at 10:30 A.M., at Sri Sathya Sai International Centre, Pragati Vihar,tr oclhi Road, New Delhi-l10003.

Dcar Sir,

We, APAC & Associates LLP, Company Secretaries (Registration No.AAF-7948), appointedas Scrutinizer:

ti] for the purpose of scrutinizing the e-voting process under the provisions of Section108 of the Companies Act, 2013 read with Rule2O of the Companies [Managementarid Administration) Rules, 201.4; and

(iiJ for the purpose of the poll taken on the below mentioned resolutionfsJ, at the 21'tAnnual General Meeting of the Equity Shareholders of M/s PPAP Automotive Limited,

[Formerly Precision Pipes and Profiles Company Limited)held on Wednesday, 7th

September, 2A16 at L0.30 A.M. at Sri Sathya Sai International Centre, Pragati Vihar,Lodhi Road, New Delhi-110003, submit our report as under:

1. The management of the Company is responsible to ensure the compliance with therequirements of the Companies Act, 2013 and Rules relating to voting throughelectronic means and poil on the resolutions c'ontained in the Notice to 21't Annual

eral Meeting (AGM) of the shareholders of the Company. Our responsibility as a

tinizer is to make a Scrutinizer's report of the votes cast "in favor" or "against" the

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Associates (a partnership firm with Registration No. P2O1 1DE025300), w.e.f. Februa ry 28,2016 converted intoAPAC & Associates LLP, a Limited Liability Partnership with LLP Registration No. AAF-794g

@6ffi{(rd"%\

Regd. ffice: 7.14, tG. Trade Tower, Netaji Subhash Place, Pitampura, New Delhi-110 034Tel.: +91-1149058720-21 o E-mail: [email protected] r Website,rnn*,apacanOaisociates.com

r€solutions stated above, based on the reports generated from the e-voting system

provided by CDSL, the authorized agency to provide e-voting facilities, engaged by the

Company and the poll received at the 2l-stAnnual General Meeting of the Company.

2. Further for the above, we submit our report as under:

a. In accordance with the Notice of the 2L'tAGM sentto the shareholders, the e-votingperiod commenced on 3.d September,20L5 at 10:00 A.M" to 6thSeptember,20L6 at

5:00 P.M.

b.

C.

'fhe shareholders of the Company as on the "cut-off date" i.e.31st August, 2016 was

cntitle d to vote on the resolutions [item no. 1, to 7 as set out in the notice of the

21'IAGM of the Company).

At the venue of the AGM the facility to vote through Ballot papers had been providedto those members who were present in the AGM and have not exercised the optionof I{emote E-voting.

d, After the time fixed for closing of the Poll by the Chairman, two ballot box kept forpolling were locked in our presence with due identification marks placed by us.

e. 'fl're locked ballot box was subsequently opened in our presence along with twowitnesses, Mr. Shivam Bhatia and Ms" Komal Bhola, who are not in the employmentof the Company and poll papers were diligently scrutinized. The witnesses have

signed below in confirmation of the Ballot Box being unlocked in their presence. The

poll papers were reconciled with the records maintained by the Company/ Registrarand Transfer Agents of the Company and the authorizationfproxies lodged with theCompanv"

hit ott.

9**"tName: Shivam Bhatia

'fhe poll papers, which weredefective have been treated as

Name: Komal Bhola

incomplete and/ or which were otherwise foundinvalid and kept separately.

g. Af'ler counting the votes casted by the members and proxy holders present at the21srAGM, through polling paper, the votes casted through remote e-voting wereunblocked on TthSeptember, 2016, around 11,:45 A.M. in the presence of twowitnesses, Mr. Shivam Bhatia and Ms, Kot'nal Bhola, who are not in the emplovment

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-of the Company. They have signed belowheing unblocke{ in fheir presence.

r \^\{&r''"Z audn*z-

/

in confirmation of the remote e-votes

Name: Shivam Bhatia Name: Komal Bhola

h' Thereafter, the details containinginter-alla, list of Equity Shareholders, who voted"for", "against" each of the resolutions that were put to vote, were generated fromthe e-voting website of CDSL and poll conducted at the 2l-'tAnnual General Meetingand based on such, the result is as under:

Item No, 1.

0rdinary Resolution: Adoption of audited financial statements [standalone andconsolidatedJ of the Company for the financial year ended 3lstMarch, 201.6, together withthe Reports of the Board of Directors and Auditors.

til Voted in favor of the resolution;Voted in favor of the resolution:

Mode of voting Number ofmembers whovoted

Number of votes

cast by them

o/o of total numberofvalid votes cast

Physical 62 6997470 79.7 6

[i-voting t/ L775101 20.24

Total 79 8772571 L00.00

Voted against the resolution:


Number of votescast by them


Physical 6 57 0.00

[r-voting 0 0 0,00

Total 6 57 0.00

Mode of voting I Number of members who I Numu". orvotes rrst uyvoted I them

[i i)

ffi[iii] Invalid votes:

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Physical 5 4L6

[i-voting 0 0

Total FJ 4t6

Item No" 2.

Ordinary Resolution: Confirm the payment of interimdividerrd on equity shares for the financial yearZAIS-L6.

iil Voted in favor of the resolution:

Iii) Voted against the resolution:

[iii] Invalid votes:

dividend and to declare final



o/o of total numberof valid votes cast

Physical 62 6997470 79.76

E-voting 17 1775101 20.24

Total 79 877257L 100.00



% of total numberofvalid votes cast

I)hysical 6 57 0.00

E-voting 0 0 0.00

Total 6 57 0.00

Mode of voting Number of members whovoted

Number of votes cast bythem

Physical i4 /.t10

E-voting 0 0

Total J +r6

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Ii i]

ItentNo.3.

Qrdinary Resolution: Re-appointment of Mrs. Vinay Kumari jain, who retires by rotationand being eligible, offers herself for re-appointment'

fil Voted in favor of the resolution:



o/o of total number

of valid votes cast

Physical 62 6997470 79.7 6

Lr)-voting 15 L774OBI 20.23

Total 77 877L551 99.99



Number of votes

cast by them% of total numberofvalid votes cast

Physical 6 57 0,00

[i-voting 2 1020 0.01

Total B L077 0.01

fiiil Invalid votes:

Mode of voting Number of members who

voted

Number of votes cast by

them

Physical 5 rT IO

E-voting 0 0

Total 5 4T6

Item No.4.

Ordinary Resolution: Ratification of the appointment of M/s O.P. Bagla & Co. [FirmRegistr:ation No,000018N), CharteredAccountants, as StatutoryAuditors of the Company.

ti) Voted in favor of the resolution:

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Number of votes

caqt by them

o/o of total number

ofvalid votes cast

Physical 62 6997470 79.7 6

[',--voting L6 1.77508L 20.24

Total 7B 877255L 100.00

Iii]

[iii) Invalid votes:

Mode of voting Number of members whovoted


Physical 5 4L6

Ii-voting 0 0

Total 5 416

ltem No. 5.

Special Resolution: Ratification of the remuneration payable to M/s Chittora & Co,, Cost

Accountants [Firm Registration No, 000385J as Cost Auditors of the Company for thefinancial y ear 2016-201,7 .

til Voted in favor of the resolution:



%o of total numberofvalid votes cast

Physical 61. 6997460 79.76

E-voting 16 1775081 20.24


Mode of voting Number ofmembers who

voted


% of total number

of valid votes cast

Physical 6 57 0.00

Ii-voting 1 20 0.00

Total 7 77 0.00

MPage 6 of 9

[i i]

Total 77 877254L 100.00

Iiii) Invalid votes:

Mode of voting Number of members who

voted

Number of votes cast bY

them

Physical 6 426

Li-voting 0 0

Total 6 426

Itery No.-6

Special Ilesolution: Modify the terms of appointment including remuneration of Mr. Ajay

Kumar Jain IDIN: 00148839J as Chairman and Managing Director of the company"

til Voted in favor of the resolution:Voted in favor of the resolution:


Number of votes

cast by them

% of total numberof valid votes cast

Physical 61 6997460 /Y./O

Ii-voting 1.6 177508r 20.24

Total 77 877254r 1"00"00

Iii)



Number of votes

cast by them

%o of total number

ofvalid votes cast

Physical 6enJ/ 0.00

II-voting 1 20 0.00

Total n 7V 0.00


% of total number

ofvalid votes castNumber of votes

cast by themNumber ofmembers who

voted

Mode of voting

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Physical 6 57 0.00

E-voting 1 20 0.00

Total 7 77 0.00


Mode of voting Number of rnembers whovoted


Physical 6 426

Lr--voting 0 0

Total 6 426

Item No.7

Speciai Resolution: Modify the terms of appointment of Mr. Abhishek ]ain IDIN: 0013 7 65I)as Whole Time Director of the Companv.

til Voted in favor of the resolution:


Number of votes

cast by them% of totalnumberofvalid votes cast

Physical 6t 6997460 79.7 6

Fi-voting 15 I774081 20.23

Total 76 B77t54r 99.99





Physical 6 57 0"00

Fi-voting 2 L020 0.01

Total B LO77 0.01

Iii]


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Mode of voting I Number of members who I Number of votes cast by

voted them

Physical 6 426

li-voting 0 0

Total 6 426

The relevant records relating to poll including voting by electronic means shall remain in

our safe custody until the Chairman considers, approves and signs the minutes of the

21'tAnnual General Meeting and the same shall thereafter be handed over to the Company

Secretary for safe keeping.

Thanl<ing you,

Yours faithfuily,For APAC & Associates LLP

Company Secretaries

. \fo}"*%Neeta AggarwalPartnerMcmbership No. 33744C.P. No. 13218

Date: Bth September, 2016Place: New Delhi

ffi

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Documents

PPAP Automotive LimitedRegulation_… · eral Meeting (AGM) of the shareholders of the Company. Our responsibility as a tinizer is to make a Scrutinizer's report of the votes cast