Annual Report FY 2021

Annual Report FY 2021

July 8, 2021 The Secretary The Secretary National Stock Exchange of India Limited BSE Ltd. Capital Market – Listing, Exchange Plaza, 5th Floor, 25th Floor, Phiroze Jeejeebhoy Towers Plot No. C/1, G Block, Bandra-Kurla Complex, Dalal Street, Fort Bandra (E), Mumbai 400 051 Mumbai 400 001 NSE SCRIP CODE: CHOLAFIN EQ BSE SCRIP CODE: 511243 Dear Sir, Sub: Notice of the 43rd annual general meeting and Annual Report for the financial year 2020-21 Ref: ISIN - INE121A01024 We wish to inform you that the 43rd Annual General Meeting (AGM) of the Company will be held on Friday, 30th July, 2021 at 3.30 p.m. IST through Video Conference (VC). Pursuant to Regulation 34(1) of Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), we submit herewith a copy of Annual Report of the Company along with the Notice of AGM. The copies of annual report and AGM notice have been sent today to all the shareholders whose email IDs have been shared by the Depositories as per the details registered with their Depository Participant/s (DPs) / KFin Technologies Private Limited (KFin), the Registrar and Share Transfer Agent (RTA) for the Company. The documents are also uploaded in the websites of the Company, www.cholamandalam.com and RTA: https://evoting.kfintech.com/Public/Downloads.aspx. The Company has engaged KFin for providing E-voting services and VC/OAVM facility for this AGM. Details of e-voting are as follows: Cut-off date for determining eligibility for Friday, 23rd July, 2021 the remote e-voting & e-voting at the AGM E-Voting start date and time Tuesday, 27th July, 2021 (9:00 a.m. IST) E-Voting end date and time Thursday, 29th July, 2021 (5:00 p.m. IST) The Company is providing Video Conference facility through KFin platform for the members to participate in the AGM. Members may access the facility at https://emeetings.kfintech.com/ through the existing login credentials provided to them for e-voting. Further, the detailed instruction for e-voting, participation in the AGM through VC and remote e-voting have been provided in the notice of the AGM. Condt…2 //2// The Company vide newspaper publication dated 1st July, 2021 had informed the shareholders including those who are yet to register their e-mail addresses with their DPs or RTA about the registration process for receipt of annual report, AGM notice and login credentials for participation in the AGM through VC. We request you to kindly take the above on record. Thanking you, Yours faithfully, For Cholamandalam Investment and Finance Company Limited P Sujatha Company Secretary Encl.: As above Cholamandalam Investment and Finance Company Limited Registered Office: “Dare House”, No.2, N.S.C. Bose Road, Parrys, Chennai - 600 001. Phone: 044 4090 7172; Fax: 044 2534 6464; CIN-L65993TN1978PLC007576 E-mail ID: [email protected]; Website: www.cholamandalam.com Notice to Members NOTICE is hereby given that the forty third annual general meeting (AGM) of the members of Cholamandalam Investment and Finance Company Limited will be held at 3.30 p.m. Indian Standard Time (IST) on Friday, 30 July, 2021 through video conference (VC) to transact the following business: ORDINARY BUSINESS: 1. To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT the audited standalone financial statements of the company for the year ended 31 March, 2021,the board’s report including the independent auditors’ report thereon, be and are hereby considered, approved and adopted. 2. To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT the audited consolidated financial statements of the company for the year ended 31 March, 2021, including the independent auditors’ report thereon, be and are hereby considered, approved and adopted. 3. To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT an interim dividend of 65% approved by the board of directors on 29 January, 2021 on the outstanding equity shares of ` 2/- each of the company for the year ended 31 March, 2021 and paid to those members whose names appeared in the register of members as on 10 February, 2021 being the record date fixed for this purpose be and are hereby confirmed. RESOLVED FURTHER THAT a final dividend of 35% as recommended by the board of directors be and is hereby declared on the outstanding equity shares of ` 2/- each of the company for the year ended 31 March, 2021 and be paid to those members, in case of shares held in physical form, whose names appear in the register of members as on 30 July, 2021 and in case of beneficial holders whose shares are held in dematerialised form as on 30 July, 2021, as per the details furnished by the depositories for this purpose. 4. To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT Mr. Ravindra Kumar Kundu (holding DIN: 07337155), who retires by rotation and being eligible has offered himself for re-appointment, be and is hereby re-appointed as a director of the company liable to retire by rotation. 5. To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT pursuant to the provisions of section 139 and other applicable provisions, if any, of the Companies Act, 2013 and the rules made there under and RBI guidelines on appointment of statutory auditors of banks and NBFCs (including any statutory modification(s) or re-enactment thereof for the time being in force), M/s. Price Waterhouse LLP, bearing registration no.301112E/E300264 be and are hereby appointed as the joint statutory auditors of the company for a period of three years from the conclusion of forty third annual general meeting till the conclusion of the forty sixth annual general meeting. RESOLVED FURTHER THAT the board of directors of the company (including any committee thereof) be and is hereby authorised to fix the remuneration payable to the joint statutory auditors of the company, from time to time including the actual travelling and out of pocket expenses incurred in connection with the audit, in addition to taxes as applicable, during the appointed period. 1 6. To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT pursuant to the provisions of section 139 and other applicable provisions, if any, of the Companies Act, 2013 and the rules made there under and RBI guidelines on appointment of statutory auditors of banks and NBFCs (including any statutory modification(s) or re-enactment thereof for the time being in force), M/s. Sundaram & Srinivasan, Chartered Accountants, bearing registration no.004207S be and are hereby appointed as the joint statutory auditors of the company for a period of three years from the conclusion of forty third annual general meeting till the conclusion of the forty sixth annual general meeting. RESOLVED FURTHER THAT the board of directors of the company (including any committee thereof) be and is hereby authorised to fix the remuneration payable to the joint statutory auditors of the company, from time to time including the actual travelling and out of pocket expenses incurred in connection with the audit, in addition to taxes as applicable, during the appointed period. SPECIAL BUSINESS: 7. To consider and if deemed fit, to pass, the following as an ORDINARY RESOLUTION: RESOLVED THAT pursuant to the provisions of section 152, 161 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the rules made there under (including any statutory modification(s) or re-enactment thereof for the time being in force) and pursuant to Regulation 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Articles of Association of the company, Mr. Vellayan Subbiah (holding DIN: 01138759), an additional director, holding office up to the date of this annual general meeting and in respect of whom the company has received a notice in writing proposing his candidature for the office of a director under section 160 of the Act, be and is hereby appointed as a director of the company liable to retire by rotation. 8. To consider and if deemed fit, to pass, the following as an ORDINARY RESOLUTION: RESOLVED THAT pursuant to the provisions of section 152, 161 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the rules made there under (including any statutory modification(s) or re-enactment thereof for the time being in force) and pursuant to Regulation 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Articles of Association of the company, Mr. M.A.M. Arunachalam (holding DIN: 00202958), an additional director, holding office up to the date of this annual general meeting and in respect of whom the company has received a notice in writing proposing his candidature for the office of a director under section 160 of the Act, be and is hereby appointed as a director of the company liable to retire by rotation. 9. To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT pursuant to the provisions of section 149, 150, 152, 161, schedule IV and other applicable provisions, if any, of the Companies Act, 2013 and the rules made there under (including any statutory modification(s) or re-enactment thereof for the time being in force) and applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) and the Articles of Association of the company, Mr.

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