Gujarat Toolroom Ltd — Others, 12-07-2025: AGM/EGM

Date: July 12th, 2025

To,

Department of Corporate Services,

The Bombay Stock Exchange Ltd,

P.J. Towers,

Dalal Street, Fort,

Mumbai - 400 001

Reference : ISIN - INE145J01032; Scrip Code-513337; Symbol-GUJTLRM

Subject : Voting Results and Scrutinizer’s Report of the Postal Ballot

Dear Sir/Madam,

With reference to the captioned subject, we hereby inform you that the approval of the Members of the

Company by way of Ordinary/Special resolution was sought by Postal Ballot Process through remote e-

voting mode vide notice dated June 7th, 2025. In this regard, please find enclosed the Voting Results and

Scrutinizer’s Report.

We hereby inform, that the following resolutions have been passed by the Shareholders with requisite

majority as mandated under the Companies Act, 2013 and other applicable laws:

1

Increase in Authorised Share Capital and consequent

alteration to the Capital Clause of the Memorandum of

Association

Ordinary Resolution

2 To Approve Alteration in Main Objects Clause of Memorandum

of Association of the Company by addition of New Objects

Special Resolution

Thanking you

FOR GUJARAT TOOLROOM LIMITED

ARUNKUMAR UDAYBHAI DAVE

MANAGING DIRECTOR

DIN: 11169192 DIN:10703752

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SCRUTINIZER’S REPORT

[Remote e - Voting]

(Pursuant to Section 108 of the Companies Act, 2013 and Rule 20(3) of the Companies (Management

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

Rules, 2015)

To,

The Chairman of Extra Ordinary General Meeting,

GUJARAT TOOLROOM LIMITED

404 - 4th floor, Samarth Co. Op. H.Soc, Nr. Silicon Tower,

Nr. Law Garden, Ellish bridge, Ellis bridge,

Ahmedabad, Ahmadabad City, Gujarat, India, 380006

Sub: Scrutinizer Report on postal ballot through Electronic Voting process in respect of

passing of the resolution set-out in the postal ballot notice dated 7th June, 2025

Dear Sir,

I, CS Himanshu K. Togadiya, Proprietor, H Togadiya & Associates, Practicing Company

Secretaries, have been appointed as the Scrutinizer by the Board of Directors of Gujarat Toolroom

Limited (the Company) having its registered office at 404 - 4th floor, Samarth Co. Op. H.Soc, Nr.

Silicon Tower, Nr. Law Garden, Ellis bridge, Ahmedabad, Ellis bridge, Ahmedabad, Ahmadabad

City, Gujarat, India, 380006 in its meeting held on 7th June, 2025, pursuant to the provisions of the

Companies Act, 2013 read with Rule 20 & 22 of the Companies (Management and Administration)

Rules, 2014 for the purpose of scrutinizing the postal ballot voting conducted by way of remote e-

voting process in a fair and transparent manner on the resolution contained in the postal ballot

notice dated 7th June, 2025 issued in accordance with the MCA Circulars, applicable provisions of

Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)

Regulations, 2015 and Secretarial Standards on General Meeting (SS-2), issued by the Institute of

Company Secretaries of India(ICSI).

The management of the Company is responsible to ensure compliance with the requirements of:

1. The Act and Rules made thereunder;

2. The MCA Circulars; and

3. The Listing Regulations.

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The management of the company is responsible for ensuring a secured framework and robustness

of the electronic voting system.

My responsibility as scrutinizer was restricted to scrutinize the e-voting process, in a fair and

transparent manner and to prepare a scrutinizer report of the votes cast in favour and against the

resolution stated in notice. My report is based on verification of data and report generated from

Bigshare Services Pvt. Ltd., engaged by the Company to provide e-voting facility to its members.

The shareholders of the Company holding shares as on the “Cut –Off” date i.e. 06/06/2025 were

entitled to vote on the proposed resolutions as set out at Item No. 1 in the notice of Extra-Ordinary

General Meeting of the Company.

The voting period for remote e-Voting commenced on Tuesday, 10th June, 2025 at 09.00 A. M (IST)

and the remote e-Voting platform was blocked thereafter on Wednesday, 9th July, 2025 at 5.00 P.M.

The votes cast during the e-voting were unblocked on Friday, 11th July, 2025 around 5.00 PM

(Voting is finalized late due to log in of Scrutinizers have some technical issue and we are not able to login the

same for finalization of voting results) after the conclusion of e-voting period for postal ballot in the

presence of two witness who are not in the employment of the company. They have signed below in

confirmation of the same.

Mr. Narendra Sharma Mr. Shabbir Nagariya

Votes casted by the members through e-voting were reconciled with the record maintained by the

Registrar and share transfer agent of the Company.

All relevant records shall be handed over to the Chairman for safe keeping.

I now submit herewith the scrutinizer’s Report on the result of the e-voting for postal ballot, based

on the report generated by Bigshare Services Pvt. Ltd. in respect of the following resolution as

under.

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SPECIAL BUSINESS:

ITEM NO. 1: Ordinary Resolution

1. Increase in Authorised Share Capital and consequent alteration to the Capital Clause of

the Memorandum of Association.

Sr. No. Number of

members

voted

Number of

Shares for

which votes

cast

Number of

votes cast by

them in

Favour

Number of

votes cast by

them in

Against

% of votes

in Favour

% of votes

in Against

Remote E

– Voting

666 10576313 10069369 506944 95.20% 4.80%

Total: 666 10576313 10069369 506944 95.20% 4.80%

The Resolutions mentioned in the postal ballot notice has been passed with requisite majority

by the shareholders who voted through remote e-voting.

ITEM NO. 2: Special Resolution

Item No.2 To Consider and Approve the Alteration in Main Objects Clause of Memorandum of

Association of the Company by Addition of New Objects.

Sr. No. Number of

members

voted

Number of

Shares for

which votes

cast

Number of

votes cast by

them in

Favour

Number of

votes cast by

them in

Against

% of votes

in Favour

% of votes

in Against

Remote E

– Voting

662 10411056 10132817 278239 97.33% 2.67%

Total: 662 10411056 10132817 278239 97.33% 2.67%

The Resolutions mentioned in the postal ballot notice has been passed with requisite majority

by the shareholders who voted through remote e-voting.

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I hereby thank the Company for providing me an opportunity to act as the Scrutinizer for the above

Electronic Voting System.

Yours faithfully,

For H Togadiya & Associates,

Company Secretaries

CS Himanshu Togadiya

Proprietor

FCS: 11822 COP: 18233

Peer Review Certificate No. 2005/2022

UDIN: F011822G000762198

Date: 11.07.2025

Place: Rajkot

Counter signed by

Arunkumar Udaybhai Dave

Managing Director

Gujarat Toolroom Limited

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