Heritage Foods Limited | 31st Annual Report 2022-23

iv. Stock option details, if any and whether issued at a discount as well as the period over which accrued and over which exercisable: The Company has not granted any stock option to any of its directors. Mrs. N Bhuvaneswari and Mrs. N Brahmani, Executive/ Whole-time Directors of the Company are holding 2,26,11,525 and 4,30,952 equity shares of face value of ₹5 each of the Company respectively as on March 31, 2023. Besides dividend on equity shares, if any, held by the Directors and payments as mentioned above no other payments have been made nor have the Directors of the company entered into any transactions of pecuniary nature. 7. GENERAL BODY MEETINGS a) Location and time, where the last three annual general meeting held: For the financial year 2019-2020, 2020-21 & 2021-22, the Company’s Annual General Meeting was held through VC/OAVM pursuant to the Ministry of Corporate Affairs (“MCA”) Circular No. 02/2022 dated May 5, 2022, read together with Circular No. 02/2021 dated January 13, 2021, Circular No. 20/2020 dated May 05, 2020, circulars No. 19/2021 dated December 08, 2021 and Circular No. 21/2021 dated December 14, 2021 and SEBI Circular No. SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 and SEBI (Listing Obligation & Disclosure Requirement) Regulations, 2015 and the deemed venue was the Registered Office of the Company. The date & time of Annual General Meetings for the Financial Year 2019-20, 2020-21 & 2021-22, are as follows: Financial year ended Date and time Special Resolution(s) Passed March 31, 2022 July 29, 2022 at 10.00 am. NIL March 31, 2021 July 30, 2020 at 10:30 am Re-appointment of Mr. Rajesh Thakur Ahuja (DIN:00371406) as Non-Executive Independent Director of the company March 31, 2020 August 28, 2020 at 10:30 am NIL b) Whether any special resolutions passed in the previous three annual general meeting: Yes, during the financial year 2020-21 a special resolution was passed for Re-appointment of Mr. Rajesh Thakur Ahuja (DIN: 00371406) as Non-Executive Independent Director for a term of five years respectively. c) Postal ballot: During the financial year 2022-23, members of the company approved the special resolution, stated in the below table, by means of Postal ballot, including Electronic Voting (e-voting). The Postal Ballot Notice dated March 25, 2022 along with the Postal Ballot Form was sent in electronic form to the members whose e-mail addresses were registered with the Company/ respective Depository Participants. The Company had published a notice in the newspaper on March 31, 2022 in Financial Express (all edition) and Andhra Prabha (Hyderabad edition) in compliance with the provisions of the Companies Act, 2013 and Secretarial Standard – 2. The voting period commenced from at 09:00 A.M. on Thursday, March 31, 2022 and ended at 05:00 P.M. on Friday, April, 29, 2022 (IST). The voting rights of members were reckoned on the paid-up value of shares registered in the name of member/ beneficial owner (in case of electronic shareholding) as Friday, March 25, 2022. During the financial year 2021-22, the approval of the members was also sought for the special resolution, stated in the below table by means of Postal ballot, including Electronic Voting (e-voting). The Postal Ballot Notice dated Friday, 25th March, 2022 was sent in electronic form to the members whose e-mail addresses were registered with the Company/respective Depository Participants. The resolution was approved by requisite majority on Friday, April 29, 2022. The details of the voting pattern are given below: Name of the Resolution Type of Resolution No of Votes Polled Votes Cast in favour Votes Cast against No of Votes % No of Votes % Continuation of directorship of Dr. V Nagaraja Naidu (DIN: 00003730), NonExecutive Director of the Company in terms of Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 Special 3,20,97,601 3,20,90,060 99.977 7,541 0.023 Heritage Foods Limited | 31st Annual report 2022-23 164

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