CS ABHILASH NEDIYALIL ABRAHAMB.B.A, LLB, A.C.SPRACTISING COMPANY SECRETARY

To,

CONSOLIDATED SCRUTINISER’S REPORT(Pursuant to Section 108 of the Companies Act, 2013 and Rule 20(4)(xii) of the

Companies(Management and Administration) Rules,2014)

The Chairman,

43rd Annnat General Meeting of the Equity Shareholders of Nitta Gelatin India Limited held

on Friday, 2'1d August, 2019 at 12:00 Noon, at Kerala Fine Arts Hall, Fine Arts Avenue,

Pallimukku. Cochin—682016.

Sub: Passing of Resolution through Remote E Voting and Poll conducted at the 43rd Annual

General Meeting of the Equity Shareholders of Nitta Gelatin India Limited

Dear Sir,

1.

{A\\\/

I, Abhilash Nediyelil Abraham, Company Secretary in Practice (M.No.22601;C.P

No.14524), have been appointed as Scrutiniser by the Board of Directors of Nitta

Gelatin India Limited (the Company) (CIN2L24299KL1975PLC002691) for the

purpose of scrutinizing e voting process (Remote E Voting) under the provisions of

Section 100 of the Companies Act, 2013 (the Act) read Wlth Rule 20 of the

Companies (Management and Administration) Rules, 2014 as amended (the Rules)

and Chairman of the 43’” Annual General Meeting has appointed me as the

Scrutiniser for poll by use of Ballet at the meeting under the provisions of Section 109

of the Act read with Rule 21 of the Rules, on the Resolutions contained in the notice

to the 43’L1 Annual General Meeting (AGM) of the Equity Shareholders of the

Company held on 2”“! August, 2019 at 12:00 noon, at Kerala Fine Arts Hail, Fine Arts

Avenue, Pallimukku, Cochin-682 016 and submit my report as under:

The Company had appointed Central Depository Services (India) Limited (CDSL) as

the service provider for extending the facility for the Remote 8 voting to the

Shareholders of theicorhpany from Tuesday, BOth Juty, 2019 (9:00 AM.) till

Thursday, 01st August, 2019(5:00 PM). At the Annual General Meeting, the

Company facilitated the members present in the meeting who could not participate in

the remote e-voting to record their vote h poll by use of ballots.

CS ABHILASH NEDIYALIL ABRAHAMB.B.A, LLBr A.C.SPRACTISING COMPANY SECRETARY

3. As Scrutiniser, my responsibility is to ensure that voting process through remote e-

voting and poll by use of ballots are conducted in a fair and transparent manner and

make a consolidated scrutiniser's report of the total votes cast in favour or against

the resolutions, based on the report generated from the e voting system provided by

Central Depository Services (India) Limited (CDSL).

In compliance of the Rules, I have unblocked the votes on 02.08.2019 at 3:52 PM in

the presence of two witnesses. I have rendered separate Scrutiniser's Report on the

Remote e—voting end Poll by use of baliots at the meeting and I hereby submit

Consolidated Scrutiniser's Report pursuant to Rule 20(4) (xii) on all the Resolutions

contained in the Notice.

5. The resuit 0fthe Remote e voting together with that ofthe Poll is as under:

'SINo

Resolution Type ofResolution

Mode Favour Against

Votes % Votes %

Te receive, consider

and adopt the Audited

Financial Statements

of the Company for

the

ended 31st

2019.

the

Board of Directors

Auditore

the

Year

March

with

the

Financial

together

Report of

end the

thereon and

Audited

Consolidated

Financial Statements

of the Company for

the Financial

31St March

together with

the

ended

2019,

the Report of Auditors thereon.

Year _

Ordinary Remote

E—voting

1147 100 0 _ 0

Poll 6769693 99.99 10 0.01

Total

6770840

99.99

1O

0.01

?_y

Mob: 94468 65161, e-mail: abisfab2015@gmail.com

CS ABHILASH NEDIYALIL ABRAHAMB.B.A, LLB, A.C.SPRACTISING COMPANY SECRETARY

T0 declare Dividend Ordinary Remote 1147 100 O 0.

on Optionally E voting

Convertible Poll 6769643 99.99 60 0.01

Preference Shares —

929412 Shares of Total 6770790 599.99 60 0.01

Rs.170/— each

@5.4029°/o p.a.

absorbing an amount

of Rs. 85,36,584.00

(excluding Dividend

Tax).

T0 declare Dividend Ordinary Remote 1147 100 0 0

on Equity Shares E VOfingPoll 6769643 99.99 60 0.01

Total 6770790 99.99 60 0.01To appoint a Director Ordinary Remote 1147 100 0 O

in place of Mr Koichi EVoting

Ogata Poll 6769693 99.99 10 0.01

(DIN107811482). who Total 6770840 99.99 10 0.01retires by rotation and

being eligible, offers

himself for re

appointment

Te appoint Ordinary Remete 1 147 100 0 0

M“ E“ Nandakumar [51%|an 6769693 99.99 10 0.01(DIN: 01802428) as Total 6770840 99.99 10 0.01

Independent Director

To appoint Ordinary Remete 1147 100 0 0

Mr' YOjChirO gamma [5:309 6769693 99.99 10 0.01“3'“: 08237722) as Total 6770840 99.99 10 0.01Independent Director

32/1721A, Pallisseri Kavala, N.H. Byepass, Puthiya Road.Kochi - 25

Mob: 94468 65161, email: abislab2015@gmail.com

CS ABHILASH NEDIYALIL ABRAHAMB.B.A. LLB. A.C.SPRACTISING COMPANY SECRETARY

f.

177 To Re-appoint 8—pecial RemotE 1147 — 100 07 a O 77

Dr. Shinya Takahashi E Voting -DIN- 07809828 Poll 6769693 99.99 10 0.01

1 ‘ )as a Total 5770840" 99.99 10 0.01Whore Time Director

designated as

Director (Technical)

and payment of

remuneration as per

terms and conditions

on the wake of

inadequacy of profit

for the financial year.

_8 To approve payment Special Remote 1147 100 0 0

0f remuneration to E Voting.. Poll 6768496 100 0 0

M" 83"" K' Mam” Total 6769643 99.99 60 0.01(DIN: 00168228)

Managing Director. on

the wake of

inadequacy of profit

for the financial year.

19* Appmmiferenhy Into Ordinary RBRBtB 1147 100 0 0

' “‘1' | Poll 7150 99.54 33 0.46transaction by the Total 829/ 99.60 33 0.40

Company.

”Profieter Group excluded from voting since they are retating parties and not voted against

the mnetution.

0. Tluee ballots were declared as invalid.

/. Ali l1 :6 resolutions stand passed with the tequlsite majority as specified under the

Companies Act. 2013 read with Rules.

f

CS ABHILASH NEDIYALIL ABRAHAM ‘B.B.A, LL.B, A.C.S ‘PRACTESING COMPANY SECRETARY I

8. All relevant records of voting will remain in my safe guetody until the Chairman

considers, approves and sign the minutes of the 43rd Annual General Meeting and

the same shall be handed over to Shri G. Rajesh Kurup, Company Secretary for safe

keeping.

Thanking You,

Yours faithfully

ABHILASH NEDIYALILABRAHAMB.B.A, LL.B, A.C.S

Practising Company SecretaryM.No.22601, C.P.No. 14524

Bldg.No. 32/172114, Pallisseri Kavaie,N.H. Byepass. Puthiva Road, K0chi-25

UDIN: A022601A000002361

Place: Kochi

Date: 02/08/2019

Countersigned by

For Nitta Gelatin India Limitedn

3271721A, Pallisseri Kavala, N.H. Byepass, Puthiya Road,Kochi - 25

Mob: 94468 65161, e-mail: abislab2015@gmail.com