Delhi or Manufacturers Formulations, l.V. infusions & Medical

@,Kothari Albert David Limited

-

Group A Unit of Kothari Groupfma glne lmplfe Delhi or

Manufacturers of Allopathic & Herbal Formulations, l.V. infusions & Medical Disposables

Ref.: lD/AS/PB-VOTINGRESULT March 29, 2019

The General Manager The Manager

Department of Corporate Services Listing Department

BSE Ltd. National Stock Exchange of indie Ltd.

P. J. Towers, Exchange Plaza, Plot No. C-1, G Block,

Dalal Street, Bandra Kurla Complex, Bandra (East),

Mumbai —400001. Mumbai — 400051.

Dear Sir/s,

Sub: Votinq Results of Postal Ballot & Scrutinizer's Report

In continuation to our Letter Ref. lD/AS/PB-OUTCOME dated 27"1 March, 2019 and in terms of

Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,

2015, we attach herewith the voting results of postal ballot (which include e-voting) in the

format prescribed under the said Regulations.

The Scrutinizer’s Report issued by Mr. Ashok Kumar Daga, Practicing Company Secretary is

also annexed herewith.

Please take the same on record.

Thanking you,

Yours faithfully,For Albert David Limited

9At/Jvlndrajit Dhar

Associate Vice President (Accounts & Taxation)

—cum-Company Secretary

Encl.: A/a.

AL Regd. Office : Block -D, 3rd Floor, Gillander House, 8, Netaji Subhas Road, Kolkata - 700 001, India

DNIDPhone :+91-33-2230-2330, 2262-8436/8456/8492 Fax:+91-33-2262 8439

__ Email : [email protected], Website : www.albertdavidindia.com, CIN : L51109WB1938PL0009490

Factories: Kolkata, Ghaziabad, Mandideep 0 Sales Depot: Bhopal, Chennai, Delhi, Guwahati, Kolkata, Lucknow. Mumbai, Patna, Vijaywada

Date of declaration of Postal Ballot Result 29-Mar-2019 '.Total Number of Shareholders on record date 9400

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

Promoter & Promoter group Not ApplicablePublic Not ApplicableNo. of shareholders attended the meeti_ng through Video ConferencingPromoter 8. Promoter group Not ApplicablePublic

AGENDA- WISE DISCLOSURE

Not Applicable

Resolution No. 1 Re-appointment of Mr. Rajiv Singhi (DIN-00071285) as an Independent Director of the Company for a term

of five years from 1St April, 2019 upto 31St March, 2024.

Resolution required (Ordinary / Special) SpecialWhether promoter/promoter group are

Nointerested in the agenda/resolution ?

Category Mode of Voting No. of No. of % of votes No. of votes No of % of votes in % of votes

shares votes polled on in favour votes favour on votes against on

held polled outstanding (4) against polled votes polled(1 ) (2) shares (5) (6) (7)

(3) =[(4)/(2)]*100 =[(5)/(2)]*100=[(2)/(1)]*100

Emmi”8-

E-Voting 0 0 0 o o oromo er

GroupP°”

34755140 0 0 0 0 0

Postal Ballot (if applicable) 3475514 100 3475514 0 100 0.

Total 3475514 100 3475514 0 100 0

fugltictj- |E-Voting 0 0 o o o 0

ns l u ona

holdersP0”

2590710 0 0 0 O 0

Postal Ballot (if applicable) 0 0 0 0 0 0

Total 0 0 0 0 0 0

IPUP'iC:N0"

E-Voting 682 0.0346 672 10 98.5337nstttution

Poll1972577

0 0 0 0 0

Postal Ballot (if applicable) 2269 0.1150 2267 2 98.9119

Total 2951 0.1496 2939 12 99.5934 |Total 5707162 3478465 60.9491 3478453 12 99.9997

'

Whether resolution is passed or not Yes

Disclosure of notes on resolution

Details of Invalid Votes

Category No. of Votes

Promoter and Prompter Group Nil

Public Institutions Nil

| Public-Non Institutions Nil

Resolution No. 2 Re-appointment of Mr. Hemal Kampani (DIN-00057715) as an Independent Director of the Company for a

term of five years from 15t April. 2019 upto 31St March, 2024.


Ninterested in the agenda/ resolution?

0


shares votes polled on in favour votes favour on votes against on

held polled outstanding (4) against polled votes polled(1) (2) shares (5) (6) (7)

(3) =[(4)/(2)]*100 =[(5)/(2)]*100'

=[(2)/(1)]*100 .J

:romoter E-Voting 0 0 0 0 0 0

PromoterPoII

34755140 0 O 0 0 0

Gr0up Postal Ballot (if applicable) 3475514 100 3475514 0 100 0

Total 3475514 100 3475514 0 100 0

Eigltffi-ona E-Voting o 0 0 o o 0

| holdersP0”

2590710 0 0 0 0 0


Total 0 0 0 0 0.

0_

53:1”-

E-Voting 682 0.0346 682 o 100 I o

InstitutionP0"

19725770 0 0 0 0 0

Postal Ballot (if applicable) 2271 0.1151 2264 7 99.6918 0.3082

Total 2953 0.1497 2946 7 99.7630 0.2370

Total 5707162 3478467 60.9492 3478460 7 99.9998 0.0002


Disclosure of notes on resolution -



Promoter and Prompter Group Nil


Public - Non Institutions Nil

Public - Non Institutions Nil

Resolution No. 3 Re—appointment of Mr. Arindam Sarkar (DIN-06938957) as an Independent Director of the Company for a

period from 7th August, 2019 upto 31st March, 2024.


'

Nointerested in the agenda/ resolution ?


shares votes polled on in favour votes favour on against on

held polled outstanding (4) against votes polled votes polled(1) (2) shares (5) (6) (7)

(3) =[(4)/(2)]*100 =[(5)/(2)]*100=I(2)/(1)I*100

SEW?”&

E-Voting o 0 0 o 0 0mo er

GroupPoll

34755140 0 0 0 0 0


Total 3475514 100 3475514 0 100 0.-

f’uttiltiCfi- IE-Voting o 0 0 o o 0

ns I u one =

Postal Ballot (if applicable) { 0 I 0 0 0 0 0

Total 0 0 0 0 0 0

PubliC: N0"E-Voting 682 0.0346 672 10 93.5337 1.4663

InstltutlonPoll

19725770 0 0 0 0 0

Postal Ballot (if applicable) 2271 0.1151 2269 2 99.9119 0.0881

_

Total 2953 0.1497 2941 12 99.5936 0.4064‘

Total 5707162 3478467 60.9492 3478455 12 99.9997 0.0003


Disclosure of notes on resolution -



Promoter and Prompter Group Nil l


AVANI OXFORD, PHASE :1

136,1ESSORE ROAD, BLOCK -1“ AShOk Kumar Daga mar # m, IST FLOOR

KOLKATA - 700055B. Com. (H), LLB., FCS

Phone :+9133 32916865

Practising Company Secretary Mobile :09831036425. 09330255425

Email :[email protected]

SCRUTINIZER’S REPORT

To.

The Chairman,Albert David Ltd

D' Block, 3'4 Floor,Gillander House,

Netaji Subhas Road

Kolkata WB 700001

Sub: Passing of Resolutions through Postal Ballot (including E-Voting}

Dear Sir,

I. The Board of Directors of the Company at its mee

appointed me as the Scrutinizer for conductingCompany had engaged the services of CDSL for pshareholders, as an alternate to its members, instForms.

ting held on 14th February, 2019 hasthe postal ballot voting procem. The

roviding electronic voting facility to itsearl of dispatching filled in Postal Ballot

[J Based on the dispatch proof being provided to me duly stamped by the postaldepartment, the Ballots were sent to all members on 219‘ February, 2019 under RegisteredPost, and subsequently on the completion of the formalities of the Postal Ballot process, Ihereby submit my report as under:

I.) The Company has completed on 215‘ February, 2019 the dispatch of Postal Ballot Formsalong with self-addressed, pre—paid postage envelopes to its Members whose name(s)appeared on the Register of Member as on 15“. February, 2019.

_. The Postal Ballot Voting (including e-voting) commenced from 26th February, 2019 (10:00A.M.) and ended on 27'“ March, 2019 (5:00 P.M.).

23 Particulars of all the Postal Ballot Forms received from the Mein a register separately maintained for the purpose.

mbers have been entered

$7235,ASHOK KUMAR

Practicing Company SecretaryPCS-2699 8.- (LP-2948

Office: 1, Crooked Lane, 2nd Floor, Room # 212, Kolkata - 700 069,W.B., India

Scanned by CamScanner

I -lI i

‘ ’ -

lt

.,

.

1 In I natal Ballot Forms u ere. kept under sole custody in sealed and tamper proof ballot

ht“ l‘t‘lm‘t‘ Commencing the scrutiny of such Postal Ballot Forms.

The details of e—voting facility provided by CDSL scrutinized by me for verification of[a '11

votes cast in favour and against the resolution.

21» The Ballot Boxes were opened on 27lh March, 2019 after 5:00 RM. in the presence of two

witnesses, who are not in the employment of the Company and whose signature is

attested below:

065

llibi:% «fiat not 0y. 1:

Witness no. 2Witness no. 1

I unblocked the e-voting results on the CDSL E- voting platform before Ms Rittika

Gupta and Ms Deepika Gupta. Also after the closure of working hours i.e., 5:00 P.M. on

27'h March, 2019 being the last day of receiving Postal Ballot Form.

I report that out of 9400 shareholders, 15 shareholders have exercised their28 On scrutiny,

e-voting and 28 shareholders have exercised their votes through Postalvote through

Ballot Forms. A summary of the result is given below:

fl.ASHOKKU RD A

Practicing Company Secretary

FCS-2699 & CP-2948

Scanned by CamScanner

RESOLUTION NO. 1:

Reappointrnent of Mr. Rajiv Singhi ( DIN: 00071285) as an Independent Director of the

Company for a term of five years from 15' April, 2019 upto 313' March , 2024.

RESOLVED THAT pursuant to the provisions of Section 149, 150 and 152 read with Schedule

IV and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) (including

any statutory modification(s), enactment(s) or re-enactment(s) thereof, for the time being in

force), the Companies (Appointment and Qualification of Directors) Rules, 2014 and such other

rules (including any statutory modification(s) or re-enactment(s) thereof, 2 for the time being in

force), as may be applicable, the Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and such other

applicable laws, regulations and guidelines, if any, Mr. Rajiv Singhi (DIN-00071285),

Independent Director of the Company, who holds office of Independent Director upto 3lst

March, 2019 and who has submitted a declaration that he meets the criteria of Independenceunder Section 149(6) of the Act and the Listing Regulations, including any amendments thereof,

and who is eligible for re-appointment, be and is hereby re-appointed as an Independent Director

of the Company, not liable to retire by rotation, for another term of five consecutive years from

lst April, 2019 to 3lst March, 2024.

RESOLVED FURTHER THAT all the Directors and the Company Secretary of the Companybe and they are hereby severally authorized to do all such acts, deeds and things to give effect to

the resolutions and matters incidental and ancillary thereto.”

VOTES CAST iNjAVOUR 0F T_H_E RESOLUTION:

% of total number 77: E to—tal votesMode of Number of Number of

Voting Members voted votes cast of equity shares casted of equity

through electronic of the Company shares of the

means and postal company

_

ballot_ _ _ _ .

E-Votingh ‘

14 672——

0.01% 98.53%

Physical Postal 76 3477783— 60.94% 106%

Ballot Form_ _

T6ta1 Votin—g 40

‘

3478455 60.95 %'_

VOTE_S CAST AwST THE RESOLUTIC&_ _ _ _ _ _

_ H _

Number of Number % of total % of total votes—

Mode of Voting Members voted of votes number of casted of equity

through electronic cast equity shares shares of the

means and postal of the company

ballot ___ _ Company _

E-Voting_ 1 10 0 _O

T’hysical Postal mot 2 2

fl

0 0

Form_

mav‘oafi— 3 '—12_ 0 0

‘

\—- can (’—

-m—eei(7

[pi {OK [\UMAR DAGA

Practicing Company SecretaryPCS-269E) & (SP-2948

INVALID VOTES:

l Mode of VotingI

Number of Number l % of total1

% of total votes

I Members voted of votes number of casted of equity



._._ba110t _. Centrally

_E-Voting _NIL _ NE NIL __lil

Physical Postal Ballot‘

NIL NIL NIL

‘

Nil

nrm__r __

_ __ _.__

_Total Voting_

_

NIL _NIL NIL

‘ ‘

Nil

In view of the above scrutiny, l hereby certify that resolution no. 1 as set out in notice dated 14"‘

February, 2019 has been approved and passed by the requisite majority.

RESOLUTION NO. 2:

Reappointment of Mr. Hemal Kampani ( DIN: 00057715) as an Independent Director of the

Company for a term of five years from 1st April, 2019 upto 31m March ,2024.

“RESOLVED THAT pursuant to the provisions of Section 149, 150 and 152 read with

Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”)

(including any statutory modificati0n(s), enactment(s) or re-enactment(s) thereof, for the time

being in force),the Companies (Appointment and Qualification of Directors) Rules, 2014 and

such other rules (including any statutory modification(s) or re-enactment(s) thereof, for the time

being in force), as may be applicable, the Securities and Exchange Board of India (Listing

Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and such

other applicable laws, regulations, and guidelines, if any, Mr. Hemal Kampani (DIN—00057715),

Independent Director of the Company, who holds office of Independent Director upto 3lst

March, 2019 and who has submitted a declaration that he meets the criteria of Independence

under Section 149(6) of the Act and the Listing Regulations including any amendments thereof

and who is eligible for re—appointment, be and is hereby re-appointed as an Independent Director

of the Company, not liable to retire by rotation, for another term of five consecutive years from

1st April, 2019 to 31st March, 2024.

RESOLVED FURTHER THAT all the Directors and the Company Secretary of the Company

be and they are hereby severally authorized to do all such acts, deeds and things to give effect to


(‘ hI.

ASi {OK KL) :.-1;'-.‘.:5:“"l3 lA— '

Practicing Company Secretary1365-2699 & CID-2048

VOTES CAS_T IN FAQUR OF THE I:ES()_LUTION3% of total votesMode T Number of Number of % of total number

Voting Members voted votes cast of equity shares casted of equity

through electronic of the Company shares of the


ballot_

E-Voting____ __

15 682 0.01% _100%_Physical Postal 25 3477778

_

60.94%

_ "

100%_

Ballot Form

Total Voting 40

‘

3478460 60.95%_ _—

VOTES CAST AGAINST THE RESOLUTION:_____

Number of Number % of total % of total votes—Mode of Voting Members voted of votes number of casted of equity



ballot#

_ ___ __Company

_ _ _ _

_E—Votin _ _

0 0 0 0

Physical Postal Ballot 3 7 O 0

Form_

Total Voting 3 7 0 0

—

INVALID VO'I‘Egg_

Mode of Voting Number of Number % of total % of total votes

Members voted of votes number of casted of equity



__ _

ballot Company_ __ _

E-Voting‘

NIL NIL NIL_ _

Nil__

Physical Postal Ballot NIL NIL NIL El

Form

Total Voting NIL NIL.. NIL ___

Nil_

In view of the above scrutiny, [ hereby certify that resolution no. 2 as set out in notice dated l4"I


ASH

Practic

PCS-2699

OK KU fiAR D A

Company Secretaryg

& CP—2948in

RESOLUTION NO. 3:

Reappointment of Mr. Arindam Sarkar ( DIN: 06938957) as an Independent Director of the

Company for a period from 7'h August ,2019 upto 315' March , 2024.

“RESOLVED THAT pursuant to the provisions of Section 149, 150 and 152 read with

Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”)

(including any statutory modification(s), enactment(s) or re-enactment(s) thereof, for the time

being in force), the Companies (Appointment and Qualification of Directors) Rules, 2014 and

such other rules (including any statutory modification(s) or re-enactment(s) thereof, for the time

being in force), as may be applicable, the Securities and Exchange Board of India (Listing

Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and such

other applicable laws, regulations and guidelines, if any, Mr. Arindam Sarkar (DIN-06938957),

Independent Director of the Company, who holds office of Independent Director upto 6th

August, 2019 and who has submitted a declaration that he meets the criteria of Independenceunder Section 149(6) of the Act and the Listing Regulations, including any amendments thereof,

and who is eligible for re-appointment, be and is hereby re-appointed as an Independent Director

of the Company, not liable to retire by rotation, for another term with effect from 7th August,

2019 to 3 1 st March, 2024.

RESOLVED FURTHER THAT all the Directors and the Company Secretary of the Company

be and they are hereby severally authorized to do all such acts, deeds and things to give effect to


VOTES CAST IN FAVOUR OF THE RESOLUTION:

T/Iode of Number of Numb; of % of total number % of total votes

..

Voting Members voted votes cast of equity shares casted of equitythrough electronic of the Company shares of the


_ __£allotE-Voting 14 372‘ 0._01% _ _

98.53%

Physical 'fiostai 26 3477783

_ ‘

60.94% 100%‘

Ballot Form _ _ _'

Total Voting 40 3478455 60.95%

VOTES CAST AGAINST THE RESOLUTION:_

Number of” Number % of total % of total votes

Mode of Voting Members voted of votes number of casted of equity



ballot Company

'E—Voting—_ _

‘1‘‘ _

J 10 0 _0_fificé’l Postal Ba'uot'

"

"—2_‘ ]_ '2'_

0 0

ASHOK KDMAR DAG;

P: acticing Company Secretary

PCS-2699 8; CP-2948

Form

I_ _

Total Voting 1 E 12 o __l _

o

IMYALILL‘LLllLiés ._

. _

Mode of Voting Number of Number ‘56 of total F96 of total votes

Members voted of votes number of casted of equity



ballot (3011113111): _E—Voting NIL

_ _311L— _ _MNIL _ _ _fllPhysical Postal Ballot NIL NIL NIL Nil

31mTotal Voting _

_

NIL NIL_ __

NIL __Nil _ _ _

in view of the above scrutiny, I hereby certify that resolution no. 3 as set out in notice dated 14'“


3. The related papers/ registers and records have been handed over to the Director of the Companyauthorized by the Board to supervise the Postal Ballot process.

Kindly arrange to declare the results accordingly.

Thanking you.

“ix

\_

,

ASHOK KUMAi: BAGA

.' I";’

I!

Company Secretary in practiceScrutinizer

Membership No. 2699

CP No. 2948

Place: Kolkata

Date: 28/03/2019

Delhi or Manufacturers Formulations, l.V. infusions & Medical

Documents