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THE RAMARAJU SURGICAL COTTON MILLS LIMITED Manufacturers of Antiseptic Dressings F.No. MSEI / 2019 Head-Lis ting, Me tropolitan Sto ck E xc hange of Indi a Limited, Vibgyor Towers, 4th Floor, Plot No . C-62, G-Blo ck, Opp . Trident Hotel, Bandra Kurl a Compl ex, Bandra (E) , Mumbai - 400 098 . India Symbol: RAMARAJU Dear Sirs, January 5, 2019 Sub: Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Voting Results - Passing of Resolution by Postal Ballot This is in continuation of our letter dated 30.11.2018 & 06.12.2018 on the above sub j ect. The Company appointed S hri M.R.L. Narasimha, Practising Company Secretary, Coimbatore as Scrutini zer for conducting Postal Ballot in connection with obtaining shareholders approval for sale of Undertaking, Properties and Assets of th e Company's Division situ ated at Silvassa, who has submitted hi s consolidated results of remote e- voting and voting by Postal Ballot Form to the Company. The mode of voting was by remote e- voting and postal ballot form . Remote e-voting facility was made available to shareholders from Thursday, the December 6, 2018 at 9.00 a.m. (1 ST) and ended on Friday, the January 4, 2019 at 5.00 p. m. (1 ST). Last date for receipt of Postal Ballot Form by the Scru tinizer was Friday, the January 4, 20 19. The result of the Postal Ballot is announced on 05.01.2019. Based on consolidated result of remote e-voting and voting by postal ballot form, the item of business as mentioned in the Postal Ballot Notice dated 30 .11 . 2018 was passed by the shareholde rs with requisite majority. The detail regarding the voting results in the prescribed format is enclosed . P.0 . Box: 2, 119, 120, PA C. Ramasamy Raja Sa lai, Rajapalaiyam - 626 11 7, Virudhun ag ar District, Tamilnadu, India Ph: (0)91 -4563 - 235904 Fax : 91 -4563-2357 14 E-mail: rscm@ramcot ex. com, rscm@bsnl. in Web: www.ramarajusurgical. com CIN: U17111TN1939PLC002302 GSTIN : 33MACT430801ZX

THE RAMARAJU SURGICAL COTTON MILLS LIMITED...Spinning Mills (A Division of The Ramaraju Surgical Cotton Mills Limited) situated at Kherdi Village, Silvassa, UT of Dadra & Nagar Haveli

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THE RAMARAJU SURGICAL COTTON MILLS LIMITED Manufacturers of Antiseptic Dressings

F.No. MSEI / 2019

Head-Lis ting, Metropolitan Stock Exch an ge of India Limited , Vibgyor Tower s, 4th Floor, Plot No. C-62, G-Block, Opp. Trident Hotel, Bandra Kurla Complex, Bandra (E) , Mumbai - 400 098 . India

Symbol: RAMARAJU

Dear Sirs,

January 5, 2019

Sub: Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Voting Results - Passing of Resolution by

Postal Ballot

This is in continuation of our letter dated 30.11.2018 & 06.12.2018 on the above subject.

The Company appointed Shri M.R.L. Narasimha, Practising Company Secretary, Coimbatore as Scrutinizer for conducting Postal Ballot in connection with obtaining shareholders approval for sale of Undertaking, Properties and Assets of the Company's Division situ ated at S ilvassa, who has submitted his consolidated results of remote e-voting and voting by Postal Ballot Form to the Company.

The mode of voting was by remote e-voting and postal ballot form. Remote e-voting facility was made available to shareholders from Thursday, the December 6, 2018 at 9.00 a.m. (1ST) and ended on Friday, the January 4, 2019 at 5.00 p .m. (1ST). Last date for receipt of Postal Ballot Form by the Scrutinizer was Friday, the January 4, 2019.

The result of the Postal Ballot is announced on 05.01.2019. Based on consolidated result of remote e-voting and voting by postal ballot form, the item of business as mentioned in the Postal Ballot Notice dated 30 .11 .2018 was passed by the shareholders with requisite majority. The detail regarding the voting results in the prescribed format is enclosed.

P.0 .Box : 2, 119, 120, PA C. Ramasamy Raja Salai, Rajapalaiyam - 626 11 7, Virudhunagar District, Tamilnadu, India

Ph: (0)91 -4563 - 235904 Fax : 91 -4563-235714 E-mail: [email protected], rscm@bsnl. in Web: www.ramarajusurgical.com CIN: U17111TN1939PLC002302 GSTIN : 33MACT430801ZX

THE RAMARAJU SURGICAL COTTON MILLS LIMITED Manufacturers of Antiseptic Dressings

The Scrutiniser' s Report issu ed by Shri M.R.L. Narasimha , Practising Company

Secretary is also enclosed.

Thanking you ,

Yours faithfully, For THE RAMARAJU SURGICAL COTTON MILLS LIMITED,

A. EMARAJAN COMPANY SECRETARY

Encl. : As above

P.O.Box: 2, 11 9, 120, PAC. Ramasamy Raja Salai, Rajapalaiyam - 626 117, Virudhunagar District, Tamilnadu, India Ph : (0)91 -4563 - 235904 Fax: 91 -4563-235714 E-mail: [email protected], [email protected] Web : www.ramarajusurgical.com

CIN : U17111TN1939PLC002302 GSTIN: 33MACT430801 ZX

r'l ff?/{£ 0/f {;>'aoi:mlta BCom, FCS

PRACTISING COMPANY SECRETARY

January 5, 2019

REPORT OF SCRUTINIZER

(Pursuant to Section l 08 & 110 of the Companies Act, 201 3 and Rule 22(9) of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 201 5

To,

The Chairman, THE RAMARAJU SURJICAL COTTON MILLS LIMITED, CIN: Ul 7111 TNl 939PLC002302, P.0.BOX: 2,119 P.A.C Ramasamy Raja Salai, Rajapalayam - 626 117.

Sir,

I, M.R.L. Narasimha, Practicing Company Secretary , (M. No. 2851, CP No. 799) having

office at 34-C, 3rd Cross Ramalinga Nagar, K.K. Pudur, Coimbatore - 641038, was

appointed as scrutinizer by the Sale Committee - Silvassa Division of THE RAMARAJU

SURGICAL COTTON MILLS LIMITED (the Company) for the purpose of scrutinizing

Postal Ballot including E-voting process in a fair and transparent manner in respect of the

resolution stated in the Notice of the Postal Ballot dated 30111 November 2018 proposed to be

passed by the Equity Shareholders of the company, submit my report as under:

1. In accordance with the Notice of the Postal Ballot dated 30t11 November 2018,

dispatched to the shareholders by Registered Post on 06111 December, 2018 and the

'Advertisement' published pursuant to Rule 22(3) of the Companies (Management And

Administration) Rules, 2014 published on 08th December, 2018, the voting commenced

06111 December 2018 ( at 9. 00 hours) and ended on 4th January 2019 ( at 17. 00 hours) for

physical ballots and as well as for E-voting. The E-Voting facility was provided by

Central Depository Services Limited (CDSL). The votes were unblocked at 17.37 hours on 4th January 2019 in the presence of two witnesses not in the employment of the

company and the E-voting summary statement was downloaded from E-Voting

website of Central Depositary Services Limited (CDSL)

(https//www.evotingindia.com).

2. The Equity shareholders holding shares as on 23rd November 2018,"Cut Off date", were entitled to vote on the resolution stated in the notice of the postal ballot.

3. The Register of the ballots showing Equity Shareholders who have given their "Assent

and Dissent" and E-voting results downloaded from the E-Voting website of the Central

Depository Services Limited (https//www.evotingindia.com) are being handed over to

the chairman.

Page No. 1

New No. 8, (Old No. 34-C), Third Cross, Ramalinga Nagar, KK Pudur, Coimbatore - 641 038 Phone 0422 - 2448926 Mobile : +91 98422 54175 E-mail [email protected]

() ft rn. ::l_ Olt0,)l'a-0/.mh,a BC om, fCS

PRACTISING COMPANY SECRETARY

4. The ballot papers received were scrutinized. The ballot papers received were reconciled with the records maintained by the Company and the authorizations etc., lodged with the company. The voters were also scrutinized for the purpose of eliminating duplicate in voting, i.e. on E-voting as well as by physical ballot.

5. The result of the voting is as under;

Special Resolution under Section 180 (1) (a) of the Companies Act, 201 3 for sale / disposal / transfer of Properties and Assets of the Undertaking namely "Sudarsanam Spinning Mills (A Division of The Ramaraju Surgical Cotton Mills Limited) situated at Kherdi Village, Silvassa, UT of Dadra & Nagar Haveli comprising of Land (around 19.32 Acres), Building (around 2,37,924.40 sq.ft.) and all movable assets (including 21 ,600 spindles) at a consideration of not less than Rs.32.36 Crores.

Particulars Remote E-Voting Voting through Total Percent Postal Ballot age

No.of Number No. of Number Noof Number Folios of Votes Folios of Votes Folios of Votes

Assent 35 19,33,090 41 25,954 76 19,59,044 99.96

Dissent - - - - - - -

Abstain - - - - - - -

Rejections - - I 800 I 800 0.04

Total 35 19,33,090 42 26,754 77 19,59,844 100.00

Based on the aforesaid results, I report that the Special Resolution as contained Notice dated 30111 November, 2018 has been passed with requisite majority.

6. Register of postal ballot and all other relevant records of voting process given/provided/maintained in electronic mode and the postal ballots ( physical) will remain

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

ballot and the same shall be handed over thereafter to the Chairman/Company Secretary for safe keeping.

Thanking you,

Yours faithfully,

~R. j....{o~?JMUv.~

[M.R.L. NARASIMHA] SCRUTINIZER

M.R.L. NARASIMHA, s.c·om .. FCS., Practis:ng Company Secretary

M. No : 2851, C.P. 799, Old l , -> : 34-C. New No : 8, IIIrd Cros~.

RAMALINGA NAGAR, K.K. PUDUR, COIMBATORE - 641 038

CELL: 98422 54175

Page No. 2

New No. 8, (Old No. 34-C), Third Cross, Ramalinga Nagar, KK Pudur, Coimbatore • 641 038 Phone 0422 - 2448926 Mobile: +91 98422 54175 E-mail [email protected]

() II :c]lt, Y.o./~ ,rao,;:mlw BCom, FCS

PRACTISING COMPANY SECRETARY

We the undersigned have witnessed that the votes cast through remote e-voting and voting through Ballot Paper were unblocked from CDSL's e-voting website https://www.evotingindia.com in our presence on 04111 January, 2019 at 17:37 hours.

Name : P. Thiruppathi , Address: S/o. T. Pommaiah,

70, Valayapathi Street, A varampatti, Rajapalayam - 626 117.

Name : G. Ramkumar, Address: S/o. V. Ganapathi Pandian,

1/175, Middle Street, Pandapuli, Sankaran Kovil TK.

for HIE RAMARAJU SURGICAL COTTOfJ MILLS LTD. ' ,,,.--._,.-.._......._..----c:::.---~--r--i

(N.K. SHRIKANTAN RAJ>\) DIRECTOR.

Page No. 3

New No. 8, {Old No. 34-C), Third Cross, Ramalinga Nagar, KK Pudur, Coimbatore - 641 038 Phone 0422 - 2448926 Mobile : +91 98422 54175 E-mail [email protected]

Page 1 of 6

General information about company

Scrip code 000000

NSESymbol

MSEI Symbol RAMARAJU

ISIN INE328EO I 027

Name of the company THE RAMARA.IU SURGICA L COTTON MILLS LI MITED

Type of meeting Postal Ballot

Date of the meeting / Date of declaration of results (in case of Postal 05-01-2019 Ballot)

Start time of the meeting

End time of the meeting

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Page 2 of 6

Scrutinizer Details

Name of the Scrutinizer Shri M.R.L. Narasimha

Firms Name

Qualification cs Membership Number 285 1

Date of Board Meeting in which appointed 30-1 1-2018

Date of Issuance of Rcporl to the company 05-0 1-2019

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Page 3 of 6

Voting results

Record date 23- 11 -201 8

Total number of shareholders on record date 1329

No. of shareholders present in the meeting either in person or through proxy

a) Promoters and Promoter group

b) Public

No. of shareholders attended the meeting thro ugh video conferencing

a) Promoters and Promoter group

b) Public

No. ofrcsoluhon passed in the meeting I

Disclosure of notes on voting results

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Page 4 of 6

Resolution(!)

Resolution required: (Ordinary / Special ) Special

Whether promoter/promoter group are interested No in the agenda/resolution?

Special Resolution pursuant to the provisions of Section 180(1 )(a) of the Companies

Description o f resolution considered Act, 201 3 for sale of Undertaking, Properties and Assets of the Company's Division situated at Khcrdi Village, Silvassa, UT of Dadra & Nagar Haveli comprising of Land (around 19.32 Acres), Building (around 2,37,924.40 sq. fi.) and all movable assets ( including 2 1,600 spindles) at a consideration of not less than Rs.32.36 Crores.

Mode of No. of No. of % of Votes polled on No. of votes - No. of votes

% of votes in % of Votes Category

voting shares votes oulstanding shares in favour - against favour on votes against on

held pnl lc<i polled votes polled

(I) (2) (3)=[(2)/( I)]" JOO (4) (5) (6)=[(4)1(2)] (7)=[(5)/(2)]

• 100 • 100

E-Voting 1671890 100 1671890 0 100 0

Promoter Poll

and 1671890 Postal

Promoter Ballot (if 0 0 0 0 0 0 Group applicable)

Total 167 1890 1671890 100 1671890 0 JOO 0

E-Voting 0 0 0 0 0 0

Poll

Public- Postal 200

Institutions Ballot (if 0 0 0 0 0 0 applicable)

Total 200 0 0 0 0 0 0

E-Voting 26 1200 11.484 26 1200 0 100 0

Poll

Public- Non Postal 2274470

h1GtitutionG Ballot (ii '.l)l/)4 1. 1411 25954 0 100 0 applicable)

Total 2274470 287 154 12.6251 287 154 0 JOO 0

Total 3946560 1959044 49.6393 1959044 0 100 0

Whether resolution is Pass or Not. Yes

Disclosure of notes on resolution

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Page 5 of 6

Details of Invalid Votes

Category No. of Votes

Promoter and Promoter Group

Public lnsitut ions

Public - Non lnsitutions 'f500

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Page 6 of 6

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