DISCLOSURE OF VOTES CAST BY RELIANCE NIPPON LIFE INSURANCE DETAILS OF VOTES CAST DURING THE QUARTER ENDING 30 Sep 2020 Meeti ISIN Company Type Proposal Resolut Proposal's Description Investee Vote Reason Supporting The ng Name Of By ion Company'S (For/ Vote Date Meeti Managemen Agains ng t / t/ Shareholder Abstai Recommend n*) ation 06- INE012A01 A C C Ltd. AGM Manage 1 Adoption of financial For For We believe that a Jul- 025 ment statements for the year comprehensive review 2020 ended 31 December of the financials of a 2019 company is a critical exercise which often requires first-hand information and proper due diligence. We do not comment on resolutions for adoption of financial statements, given the limited time between receipt of the annual report and the shareholder meeting, but provide analysis of critical ratios. 06- INE012A01 A C C Ltd. AGM Manage 2 Confirm the payment For For The company had Jul- 025 ment of interim dividend of proposed a final of 2020 Rs. 14 per equity share Rs.14.0 per equity (face value Rs 10) for share for the year 2019 ended 2019 which was subject to shareholder approval at the AGM. However, due to the spread of the Covid-19 pandemic and nation level lockdown imposed by the Government; the AGM could not be conducted. The distribution of dividends was thus delayed. Given the large number of retail shareholders, the board in its meeting of 12 May 2020, recalled the payment of final dividend and paid the same amount as interim dividend on 28 May 2020 instead. The total dividend outflow including dividend tax for 2019 is Rs. 3.2 bn. The dividend payout ratio for the year is ~23.3% of standalone PAT. 06- INE012A01 A C C Ltd. AGM Manage 3 Reappoint Martin For For Martin Kriegner is an Jul- 025 ment Kriegner Austrian national and 2020 (DIN:00077715) as has been a member of Non-Executive Non- the Executive Independent Director Committee of LafargeHolcim since August 2016 and is Region Head of Asia Pacific. He is liable to retire by rotation and his reappointment as Non-Executive Non- Independent Director is in line with statutory requirements. 06- INE012A01 A C C Ltd. AGM Manage 4 Reappoint Vijay Kumar For For Vijay Kumar Sharma Jul- 025 ment Sharma was Chairperson, Life 2020 (DIN:02449088) as Insurance Corporation Non-Executive Non- of India (LIC) till 1 Independent Director January 2019. He continues to represent the interests of LIC on the board: LIC held 5.7% equity in ACC on 31 December 2019. Vijay Kumar Sharma is liable to retire by rotation and his reappointment is in line with statutory requirements. 06- INE012A01 A C C Ltd. AGM Manage 5 Reappoint Neeraj For For Neeraj Akhoury is the Jul- 025 ment Akhoury (DIN: former CEO and MD of 2020 07419090) as Non- ACC Limited. He will be Executive Director liable to retire by liable to retire by rotation and his rotation from 21 reappointment as non- February 2020 executive director is in line with statutory requirements. 06- INE012A01 A C C Ltd. AGM Manage 6 Appoint Sridhar For For Sridhar Balakrishnan Jul- 025 ment Balakrishnan (DIN: was appointed as the 2020 08699523) as Executive MD and CEO of ACC Director from 20 Limited from 20 February 2020, not February 2020. His liable to retire by appointment as rotation executive director is in line with statutory requirements. We do not support director appointments that are not liable to retire by rotation because it creates board permanency; however, because Sridhar Balakrishnan is being appointed for a fixed term (resolution #7), there will be an opportunity to vote on his reappointment. 06- INE012A01 A C C Ltd. AGM Manage 7 Appoint Sridhar For For Sridhar Balakrishnan, Jul- 025 ment Balakrishnan (DIN: 50, has been with ACC 2020 08699523) as since July 2018 and Managing Director and was Chief Commercial CEO for a term of five Officer before being years from 21 February appointed MD and 2020 and fix his CEO. The disclosures remuneration on his proposed remuneration are open-ended. He is eligible to be paid through the long-term incentive plan of LafargeHolcim Limited (LH), the holding company: the amount has not been capped / disclosed. We recommend that companies disclose an absolute cap on the amount of remuneration (including incentives/commission ) that is proposed to be paid to directors. We estimate the total remuneration for Sridhar Balakrishnan at Rs. 78.9 mn (0.4% of 2019 PBT), which is in line with peers and commensurate with the size and complexity of his responsibilities. We do not support director appointments that are not liable to retire by rotation because it creates board permanency; however, because Sridhar Balakrishnan is being appointed for a fixed term, there will be an opportunity to vote on his reappointment. 06- INE012A01 A C C Ltd. AGM Manage 8 Ratify Messrs D C Dave For For The total proposed Jul- 025 ment & Co as cost auditors remuneration for cost 2020 for 2020 and fix their auditors in 2020 at Rs. remuneration 0.8 mn is reasonable compared to the size and scale of operations. 06- INE012A01 A C C Ltd. AGM Manage 9 Approve payment of For For The company had Jul- 025 ment commission to Non- obtained shareholders’ 2020 Executive Directors of approval in March upto 1% of profits for a 2015 for paying period of five years commission, not from 2020 exceeding 1%, to non- executive directors for a period of five years. The company proposes to pay such commission to its non- executive directors for a further period of five years. The company paid a total of Rs.16.3 mn (0.08% of PBT) as commission to its non- executive directors in 2019, and between 0.08% and 0.13% over the past five years. As profits grow, we expect the company to be judicious in paying commission to its non- executive directors. Companies must set a cap in absolute terms on the commission payable. 07- INE885A01 Amara Raja AGM Manage 1 Adoption of audited For For We believe that a Aug- 032 Batteries Ltd. ment standalone financial comprehensive review 2020 statements for the year of the financials of a ended 31 March 2020 company is a critical exercise which often requires first-hand information and proper due diligence. We do not comment on resolutions for adoption of financial statements, given the limited time between receipt of the annual report and the shareholder meeting, but provide analysis of critical ratios. 07- INE885A01 Amara Raja AGM Manage 2 Adoption of audited For For We believe that a Aug- 032 Batteries Ltd. ment consolidated financial comprehensive review 2020 statements for the year of the financials of a ended 31 March 2020 company is a critical exercise which often requires first-hand information and proper due diligence. We do not comment on resolutions for adoption of financial statements, given the limited time between receipt of the annual report and the shareholder meeting, but provide analysis of critical ratios. 07- INE885A01 Amara Raja AGM Manage 3 Reappoint Dr. For For Dr. Ramachandra Galla, Aug- 032 Batteries Ltd. ment Ramachandra Galla 81, is the founder and 2020 (DIN: 00133761) as non-executive Director liable to retire Chairperson of the by rotation and company. He has been approve his on the board for 35 continuation on the years and retires by board rotation. Recent changes in SEBI’s LODR require shareholder approval by a special resolution to appoint or continue the appointment of non- executive directors who have attained the age of 75. Dr. Ramachandra Galla is 81 years old. We do not have an upper age limit for appointment as a director. He attended 100% of the board meetings held in FY20. His reappointment is in line with all statutory requirements. 07- INE885A01 Amara Raja AGM Manage 4 Reappoint Brahmayya For For Brahmayya & Co and Aug- 032 Batteries Ltd. ment & Co and Deloitte Deloitte Haskins & Sells 2020 Haskins & Sells LLP as LLP were appointed as joint statutory auditors the statutory auditors for a second term of in the 2015 AGM for five years and fix their five years. The board remuneration at Rs.7.0 proposes to reappoint mn them for a period of five years, which will complete their tenure of ten years as per provisions of Section 139 of Companies Act, 2013. The proposed remuneration of Rs. 7.0 mn (excluding GST and reimbursement of actuals) for FY21 is reasonable compared to the size and scale of the company’s operations. 07- INE885A01 Amara Raja AGM Manage 5 Ratify remuneration of For For The remuneration to Aug- 032 Batteries Ltd. ment Rs. 400,000 for Sagar & be paid to the cost 2020 Associates as cost auditor is reasonable auditors for FY21 compared to the size and scale of the company’s operations. 07- INE885A01 Amara Raja AGM Manage 6 Appoint Dr. Ramadevi For For Dr. Ramadevi Aug- 032 Batteries Ltd. ment Gourineni (DIN: Gourineni, 56, is Dr. 2020 01347211) as a Ramachandra Galla’s Director liable to retire daughter and Jayadev by rotation from 1 Galla’s sister. She is a February 2020 neurologist from University of Illinois, Chicago; and a fellow in EEG & Sleep from Loyala University, and in sleep medicine from Northwestern University, Illinois. She was director of medical student education in Neurology at Northwestern University and a faculty member at Northwestern University for fifteen years. She is the Managing Director of Amara Raja Infra Private Limited. Her appointment is in line with all statutory requirements. 07- INE885A01 Amara Raja AGM Manage 7 Reappoint Ms.