Rallis India : Outcome, Voting Results & the Scrutizers Report of the 76th AGM of Rallis India Limited

June 20, 2024
BSE Limited	National Stock Exchange of India Ltd.
Phiroze Jeejeebhoy Towers	Exchange Plaza
Dalal Street	Bandra-Kurla Complex, Bandra (E)
Mumbai - 400 001	Mumbai - 400 051
Scrip Code: 500355	Symbol: RALLIS
Dear Sir/Madam,

Sub: Proceedings and Voting Results of the 76th Annual General Meeting ('AGM') of Rallis India Limited ('the Company') held on Thursday, June 20, 2024

The 76th AGM of the Company was held on Thursday, June 20, 2024 at 11.00 a.m. (IST) through Video Conferencing (VC) to transact the business as stated in the Notice dated April 22, 2024, convening the AGM.

In this regard, please find enclosed the following:

1. Summary of the proceedings of the AGM of the Company as required under Regulation 30, Para A of Schedule - III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations') - Annexure A
2. Voting results of the businesses transacted at the AGM as required under Regulation 44(3) of the SEBI Listing Regulations - Annexure B
3. Report of the Scrutinizer dated June 20, 2024 pursuant to Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014
   - Annexure C

The AGM concluded at 2:06 p.m. (IST).

The Voting Results along with the Scrutinizer's Report dated June 20, 2024 is also made available on the Company's website at www.rallis.com.

This is for your information and records.

Thanking you,

Yours faithfully,

For Rallis India Limited

SRIKANT SHIVDAS NAIR

Digitally signed by

SRIKANT SHIVDAS NAIR Date: 2024.06.20 19:59:42 +05'30'

Srikant Nair

Company Secretary & Compliance Officer Encl.: as above

Annexure A

Summary of proceedings of the 76th Annual General Meeting

The 76th Annual General Meeting ('AGM' or 'Meeting') of the Members of Rallis India Limited ('the Company') was held on Thursday, June 20, 2024 at 11:00 a.m. (IST) via Video Conferencing ('VC') in accordance with the Circulars issued by the Ministry of Corporate Affairs ('MCA').

The Company Secretary welcomed the Members to the Meeting and briefed them on certain points relating to the participation at the Meeting through VC.

Mr. Bhaskar Bhat chaired the Meeting. The requisite quorum being present, the Chairman called the Meeting to order. The Registers as required under the Companies Act, 2013 were available for inspection electronically. The Members were informed that as there was no physical attendance of Members, the requirement of appointing proxies was not applicable.

Directors and KMP in attendance:

Sr.No.	Name of Director/KMP	Designation/Committee Position	Location
1.	Mr. Bhaskar Bhat		Non-Executive,Non-Independent,	Joined over VC from
				Chairman				the Common Venue
								in Mumbai
2.	Ms.	Padmini	Khare	Independent	Director	and	the	Joined over VC from
	Kaicker			Chairperson of the Audit Committee	Mumbai
3.	Dr. C.V. Natraj		Independent	Director	and	the	Joined over VC from
				Chairman of the Nomination and	Bangalore
				Remuneration		Committee,
				Stakeholders	Relationship
				Committee and Safety, Health,
				Environment	and Sustainability
				Committee
4.	Mr. Narain Duraiswami	Independent	Director	and	the	Joined over VC from
				Chairman of the Corporate Social	Mumbai
				Responsibility Committee and Risk
				Management Committee
5.	Mr. R. Mukundan		Non-Executive,Non-Independent,	Joined over VC from
				Director				Mumbai
6.	Dr. Gyanendra Shukla	Managing Director & CEO		Joined over VC from
								the Common Venue
								in Mumbai
7.	Ms. Subhra Gourisaria	Chief Financial Officer			Joined over VC from
								the Common Venue
								in Mumbai
8.	Mr. Srikant Nair		Company Secretary & Compliance	Joined over VC from
				Officer				the Common Venue
								in Mumbai

The Senior Leadership Team was also present through VC.

The representatives of M/s. B S R & Co. LLP, Statutory Auditors, M/s. Parikh and Associates, Secretarial Auditors, M/s. D. C. Dave & Co., Cost Auditors and M/s N. L. Bhatia & Associates, Scrutinizers, were also present at the Meeting through VC.

With the consent of the Members, the Notice of the Meeting was taken as read. The Members were informed that the Statutory Auditors' Report and Secretarial Audit Report did not have any qualifications.

The Chairman expressed his appreciation and thanks to Mr. Sanjiv Lal and Dr. Punita Kumar Sinha for their invaluable contribution during their tenure with the Company. The Chairman briefed Members through the performance of the Company during FY 2023-24.

Dr. Gyanendra Shukla, Managing Director & CEO, made a presentation covering the importance of the Agricultural sector to the Indian economy, financial performance, cash usage and dividend, long term strategy of the Company, operational highlights, customer engagement campaigns, digital initiatives undertaken by the Company and CSR & volunteering, etc.

The Members were informed that the Company had provided its Members the facility to cast their vote electronically through the National Securities Depository Limited ('NSDL') system before the Meeting. He further informed that the remote e-Voting facility was also made available during the AGM for the benefit of Members who were present during the Meeting and had not cast their votes earlier through remote e-Voting.

The Chairman announced that the e-Voting facility was open and Mr. Bhaskar Upadhyay from M/s N. L. Bhatia & Associates, Practicing Company Secretaries was the Scrutinizer appointed by the Board to scrutinize the votes cast through remote e-Voting before / during the Meeting, in a fair and transparent manner.

The following resolutions set out in the Notice convening the AGM were put to vote by remote e-Voting before / during the Meeting:

Item	Details of the Agenda	Resolution	Mode of Voting
No.		required
		(Ordinary/Special)
1.	To receive, consider and adopt the Audited	Ordinary
	Financial Statements of the Company for the
	financial year ended March 31, 2024, together
	with the Reports of the Board of Directors and
	Auditors thereon.		Remote e-Voting
2.	To declare dividend on the Equity Shares for	Ordinary
	the financial year ended March 31, 2024.		before / during the
3.	To appoint a Director in place of Mr. R.	Ordinary	AGM
	Mukundan (DIN: 00778253), who retires by
	rotation and being eligible, offers himself for re-
	appointment.
4.	Ratification of Remuneration of the Cost	Ordinary
	Auditors

The Chairman then invited the Members to express their views, ask questions and seek clarifications on the operations and financial performance of the Company and on the resolutions set out in the Notice. The Members were given an opportunity to speak in the order in which they had registered their names. After giving sufficient time to all Members who wished to speak, the Chairman along with the Managing Director & CEO appropriately responded to the queries raised by them.

The Chairman authorized Mr. Srikant Nair, Company Secretary to carry out the voting process and conclude the Meeting. He also authorized the Company Secretary to accept, acknowledge and countersign the Scrutinizer's Report and declare the consolidated voting results. He informed the Members that the combined results of the remote e-Voting before/during the AGM would be announced within the stipulated time frame and the results along with the Scrutinizer's Report would be intimated to the Stock Exchanges in terms of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and would be placed on the website of the Company and NSDL as well as the Notice Board of the Registered Office of the Company.

The Chairman then thanked the Members for their continued support, valuable suggestions and for attending and participating in the Meeting. He also thanked the Directors for joining the Meeting virtually. The remote e-Voting facility was kept open for the next 15 minutes to enable the Members to cast their vote. The Meeting concluded upon completion of the e-Voting process.

The Scrutinizer's Report was received after conclusion of the Meeting on June 20, 2024. All the Resolutions were declared as passed with requisite majority.

This is for your information and records.

Yours faithfully,

For Rallis India Limited

SRIKANT SHIVDAS NAIR

Digitally signed by

SRIKANT SHIVDAS NAIR Date: 2024.06.20 19:59:06 +05'30'

Srikant Nair

Company Secretary & Compliance Officer

Annexure B

76th Annual General Meeting Voting Results

Date of Annual General Meeting	June 20, 2024
Total Number of shareholders on Record date i.e. June 13, 2024		1,39,727
No. of shareholders present in the meeting either in person or	No arrangement for	a
through proxy:	physical	meeting	or
Promoter and Promoter Group	appointment of proxy was
Public		made as the Meeting was
		held through VC/OAVM.
No. of shareholders present in the meeting through VC/OAVM:
Promoter and Promoter Group		2
Public			58
Yours faithfully,
For Rallis India Limited
SRIKANT	Digitally signed by
SRIKANT SHIVDAS NAIR

SHIVDAS NAIR Date: 2024.06.20 19:59:23 +05'30'

Srikant Nair

Company Secretary & Compliance Officer

Home Validate

Resolution (1)

		Resolution required: (Ordinary / Special)			Ordinary
	Whether promoter/promoter group are interested in the agenda/resolution?			No
					To receive, consider and adopt the Audited Financial Statements of the Company for the financial
			Description of resolution considered
			year ended March 31, 2024, together with the Reports of the Board of Directors and Auditors
							thereon.
	Category	Mode of voting		No. of votes	% of Votes polled	No. of votes - in	No. of votes -	% of votes in	% of Votes against
	No. of shares held	on outstanding	favour on votes
	polled	favour	against	on votes polled
				shares	polled
			(1)	(2)	(3)=[(2)/(1)]*100	(4)	(5)	(6)=[(4)/(2)]*100	(7)=[(5)/(2)]*100
		E-Voting		107116610	100.0000	107116610	0	100.0000	0.0000
	Promoter and	Poll	107116610	0	0.0000	0	0	0	0
	Promoter Group	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	107116610	107116610	100.0000	107116610	0	100.0000	0.0000
		E-Voting		42187924	93.5295	42187924	0	100.0000	0.0000
	Public-	Poll	45106519	0	0.0000	0	0	0	0
	Institutions	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	45106519	42187924	93.5295	42187924	0	100.0000	0.0000
		E-Voting		504342	1.1938	503965	377	99.9252	0.0748
	Public- Non	Poll	42245761	0	0.0000	0	0	0	0
	Institutions	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	42245761	504342	1.1938	503965	377	99.9252	0.0748
	Total	Total	194468890	149808876	77.0349	149808499	377	99.9997	0.0003
						Whether resolution is Pass or Not.	Yes
						Disclosure of notes on resolution	Add Notes

* this fields are optional

Details of Invalid Votes

	Category	No. of Votes
	Promoter and Promoter Group	0
	Public Insitutions	0
	Public - Non Insitutions	0

For Rallis India Limited

Digitally signed by

SRIKANT SRIKANT SHIVDAS NAIR

SHIVDAS NAIR Date: 2024.06.20

19:57:25 +05'30'

Srikant Nair

Company Secretary & Compliance Officer

Home Validate

Resolution (2)

		Resolution required: (Ordinary / Special)			Ordinary
	Whether promoter/promoter group are interested in the agenda/resolution?			No
			Description of resolution considered	To declare dividend on the Equity Shares for the financial year ended March 31, 2024.
	Category	Mode of voting		No. of votes	% of Votes polled	No. of votes - in	No. of votes -	% of votes in	% of Votes against
	No. of shares held	on outstanding	favour on votes
	polled	favour	against	on votes polled
				shares	polled
			(1)	(2)	(3)=[(2)/(1)]*100	(4)	(5)	(6)=[(4)/(2)]*100	(7)=[(5)/(2)]*100
		E-Voting		107116610	100.0000	107116610	0	100.0000	0.0000
	Promoter and	Poll	107116610	0	0.0000	0	0	0	0
	Promoter Group	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	107116610	107116610	100.0000	107116610	0	100.0000	0.0000
		E-Voting		42239933	93.6449	42239933	0	100.0000	0.0000
	Public-	Poll	45106519	0	0.0000	0	0	0	0
	Institutions	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	45106519	42239933	93.6449	42239933	0	100.0000	0.0000
		E-Voting		504792	1.1949	503032	1760	99.6513	0.3487
	Public- Non	Poll	42245761	0	0.0000	0	0	0	0
	Institutions	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	42245761	504792	1.1949	503032	1760	99.6513	0.3487
	Total	Total	194468890	149861335	77.0619	149859575	1760	99.9988	0.0012
						Whether resolution is Pass or Not.	Yes
						Disclosure of notes on resolution	Add Notes

* this fields are optional

Details of Invalid Votes

	Category	No. of Votes
	Promoter and Promoter Group	0
	Public Insitutions	0
	Public - Non Insitutions	0

For Rallis India Limited

SRIKANT	Digitally signed by
SRIKANT SHIVDAS NAIR

SHIVDAS NAIR Date: 2024.06.20 19:57:50 +05'30'

Srikant Nair

Company Secretary & Compliance Officer

Home Validate

Resolution (3)

		Resolution required: (Ordinary / Special)			Ordinary
	Whether promoter/promoter group are interested in the agenda/resolution?			No
			Description of resolution considered	To appoint a Director in place of Mr. R. Mukundan (DIN: 00778253), who retires by rotation and
				being eligible, offers himself for re-appointment.
	Category	Mode of voting		No. of votes	% of Votes polled	No. of votes - in	No. of votes -	% of votes in	% of Votes against
	No. of shares held	on outstanding	favour on votes
	polled	favour	against	on votes polled
				shares	polled
			(1)	(2)	(3)=[(2)/(1)]*100	(4)	(5)	(6)=[(4)/(2)]*100	(7)=[(5)/(2)]*100
		E-Voting		107116610	100.0000	107116610	0	100.0000	0.0000
	Promoter and	Poll	107116610	0	0.0000	0	0	0	0
	Promoter Group	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	107116610	107116610	100.0000	107116610	0	100.0000	0.0000
		E-Voting		42239933	93.6449	40847313	1392620	96.7031	3.2969
	Public-	Poll	45106519	0	0.0000	0	0	0	0
	Institutions	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	45106519	42239933	93.6449	40847313	1392620	96.7031	3.2969
		E-Voting		504167	1.1934	497265	6902	98.6310	1.3690
	Public- Non	Poll	42245761	0	0.0000	0	0	0	0
	Institutions	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	42245761	504167	1.1934	497265	6902	98.6310	1.3690
	Total	Total	194468890	149860710	77.0615	148461188	1399522	99.0661	0.9339
						Whether resolution is Pass or Not.	Yes
						Disclosure of notes on resolution	Add Notes

* this fields are optional

Details of Invalid Votes

	Category	No. of Votes
	Promoter and Promoter Group	0
	Public Insitutions	0
	Public - Non Insitutions	0

For Rallis India Limited

SRIKANT	Digitally signed by
SRIKANT SHIVDAS NAIR

SHIVDAS NAIR Date: 2024.06.20 19:58:06 +05'30'

Srikant Nair

Company Secretary & Compliance Officer

Home Validate

Resolution (4)

		Resolution required: (Ordinary / Special)			Ordinary
	Whether promoter/promoter group are interested in the agenda/resolution?			No
			Description of resolution considered		Ratification of Remuneration of the Cost Auditors
	Category	Mode of voting		No. of votes	% of Votes polled	No. of votes - in	No. of votes -	% of votes in	% of Votes against
	No. of shares held	on outstanding	favour on votes
	polled	favour	against	on votes polled
				shares	polled
			(1)	(2)	(3)=[(2)/(1)]*100	(4)	(5)	(6)=[(4)/(2)]*100	(7)=[(5)/(2)]*100
		E-Voting		107116610	100.0000	107116610	0	100.0000	0.0000
	Promoter and	Poll	107116610	0	0.0000	0	0	0	0
	Promoter Group	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	107116610	107116610	100.0000	107116610	0	100.0000	0.0000
		E-Voting		42239933	93.6449	42239933	0	100.0000	0.0000
	Public-	Poll	45106519	0	0.0000	0	0	0	0
	Institutions	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	45106519	42239933	93.6449	42239933	0	100.0000	0.0000
		E-Voting		503834	1.1926	496957	6877	98.6351	1.3649
	Public- Non	Poll	42245761	0	0.0000	0	0	0	0
	Institutions	Postal Ballot (if applicable)		0	0.0000	0	0	0	0
		Total	42245761	503834	1.1926	496957	6877	98.6351	1.3649
	Total	Total	194468890	149860377	77.0614	149853500	6877	99.9954	0.0046
						Whether resolution is Pass or Not.	Yes
						Disclosure of notes on resolution	Add Notes

* this fields are optional

Details of Invalid Votes

	Category	No. of Votes
	Promoter and Promoter Group	0
	Public Insitutions	0
	Public - Non Insitutions	0

For Rallis India Limited

SRIKANT	Digitally signed by
SRIKANT SHIVDAS NAIR

SHIVDAS NAIR Date: 2024.06.20 19:58:24 +05'30'

Srikant Nair

Company Secretary & Compliance Officer