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The Company sought consent of the Shareholders by way of postal ballot for the following resolutions:

• Approval of Redington Stock Appreciation Right Scheme 2017 and Issue of Stock Appreciation Rights to the Eligible Employees of the Company
• Approval of Redington Stock Appreciation Right Scheme 2017 and Issue of Stock Appreciation Rights to the Eligible Employees of the Subsidiaries of the Company.
• Declassification/Reclassification of Promoter Status of Harrow Investment Holding Limited

For further details, please refer to the detailed resolutions and explanatory statements in the notice and Postal Ballot Form

The Company sought consent of the Shareholders by way of postal ballot for the following resolutions:

• Sale of Equity Shares held by the Company in M/s Easyaccess Financial Services Limited
• Transfer of Company's Support Services business to a wholly owned subsidiary
• Increasing the limits to make loans or investments and to give guarantees or to provide security in connection with a loan made under Section 372A of Companies Act, 1956 / Section 186 of Companies Act, 2013

The aforesaid resolutions were passed with requisite majority.

For further details, please refer to the detailed resolutions and explanatory statements in the notice and results.

Considering the specific and diverse needs of different businesses, there is an increasing need to distinctly focus the efforts and resources towards growth and development of each line of business. As part of your Company's business strategy, the Board assessed various restructuring options to optimize and streamline operations for effective management of the Company.

Since your Company's SCM operations are well poised to access opportunities in the fast growing Third Party Logistics (3PL) space, it is proposed to capitalize these opportunities by making the SCM operations independent from the Company, as neutral logistics service provider. After consideration of various options, it was proposed to transfer SCM business to a Wholly Owned Subsidiary (WOS).

It was also proposed to insert a clause in the Main Object Clause authorising your Company to lease the movable and immovable properties including all types of industrial and office plant, facilities, equipments, machinery and vehicles of the Company.

In terms of the provisions of Portfolio Investment Scheme under the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident outside India) Regulations, 2000, the ceiling for overall investment for Foreign Institutional Investors (FIIs) is 24 per cent of the paid up capital of the company and 10 percent for Non Resident Indians (NRIs) and Person of India Origin (PIOs).The ceiling of 24 per cent for FIIs investment can be raised up to sectoral cap/statutory ceiling and the ceiling of 10 percent for NRIs/ PIOs can be raised to 24 percent of the equity paid up capital of the Company, subject to the approval of the board and the general body of the company by passing a special resolution to that effect

It had come to the notice of the Company that the above threshold limit has recently been marginally exceeded. Therefore it was proposed to enhance the said FIIs and NRIs/PIOs investment ceiling limit upto 100 percent and 24 percent respectively of the equity paid up capital of the Company which are the limits permitted by the Reserve Bank of India.

This had enabled the FIIs to acquire shares of the Company through authorised dealers within the revised ceiling under the Portfolio Investment Scheme.

Memorandum and Articles of Association (MOA) of the Company was framed in the year 1961 when the Company was incorporated and has got amended few times to pave way for reflecting changes in the company’s activities and changes in the Indian Companies Act, 1956. No thorough overhaul was done in the MOA to meet various requirements for a listed company and to enable the company to handle varied transactions both organically and inorganically.

Keeping this in mind, and as opined by the legal counsel, the Company proposed to amend the MOA and bring it in line clearly with the existing regulatory requirements.