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GGLISEC/593/2018

To,BSE Limited,Phiroze Jijibhoy Tower,Dalal Street, Mumbai

Company Code: BSE-GUJGAS

GUJARATGAS28th September, 2018

National Stock Exchange oflndia Ltd.Exchange Plaza, 5th Floor, Plot No. CII, GBlock, Bandra Kurla Complex,Bandra (East) , Mumbai - 400 051

Company Code: NSE-GUJGASLTD.

Sub: Intimation of the proceedings of the 6th Annual General Meeting of the companyheld on 27th Sep tember, 2018.

Dear Sir/Madam,

Pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,please find attached the proceedings of the 6th Annual General Meeting of the Company heldon 27th September, 2018.

We request you to take the above on record.

Thanking you,

"or, Gujarat Gas Limited

t2Ad~Rajeshwari SharmaCompany Secretary

GUJARAT GAS LIMITED (' ssrc ",,,,,,Coo,,,,,,, -Gowmnentot ....... """""",,,,,,,,,,",,,,,known"O$>C00,......... ",_>1m."'"Corporate Office : 2. Shanti Sedan Society. Near Parimal Garden, Ellisbridge. Ahmedabad - 380006. Gujarat India.Tel" +91-79-26462980. 26460095 Fax : ~91 -79-26466249

Ffegist ered Otffce : GUJarat Gas l.NG"Sta tron. Sector-b/C, Gandnmagar - 38 2 00 6. Gujarat India.Tel..: +91-79- 23264 222. 23 264333Website : wwwgujaratgas.ccm, www.gspcgroup.com erN: L40 200GJ2012SGCQ69118

GUJARATGAS

PROCEEDINGS OF THE 6TH ANNUAL GENERAL MEETING OF GUJARAT GASLIMITED HELD ON THURSDAY, 27TH SEPTEMBER, 2018, AT SEMINAR HALL-2(SR-2), GATE NO.1, MAHATMA MANDIR, GANDHINAGAR, GUJARAT AT 3.30P.M. ENDED ON 3.55 P.M.

Based on the scrutinizers consolidated report on e-voting and poll dated 27th September, 2018it was declared that the items of businesses contained in the notice of the 6th Annual GeneralMeeting of the Company held on 27th September, 2018 were duly passed by the requisitemajority. The copy of Scrutinizer's report which had been initialed by Chairman has beenattached at Annexure-I,

The following resolutions were approved:

AGENDA-l TO RECEIVE, CONSIDER AND ADOPT THE AUDITED FINANCIALSTATEMENTS OF THE COMPANY FOR THE FINANCIAL YEARENDED ON 31ST MARCH, 2018, TOGETHER WITH THE BOARD'SREPORT, THE REPORT OF AUDITORS' THEREON AND NILCOMMENTS OF THE COMPTROLLER & AUDITOR GENERAL OFINDIA, IN TERMS OF SECTION 143(6) OF THE COMPANIES ACT,2013.

TYPE OF RESOLUTION: ORDINARY RESOLUTION

"RESOLVED THAT the Audited Balance Sheet as on 31st March 2018, Statement of Profitand Loss for the year ended on 31st March 2018 along with notes forming part ofthe financialstatements together with the Board's Report, the Report of Auditors' thereon and the NilComments of the Comptroller & Auditor General of India, in terms of Section 143(6) of theCompanies Act, 2013 as circulated to the shareholders , be and are hereby approved andadopted."

AGENDA-2 TO DECLARE DIVIDEND ON EQUITY SHARES FOR THE YEAR2017-18


"RESOLVED THAT the Dividend for the financial year 2017-18 of Rs. 4.00/- per EquityShare aggregating to Rs 55,07,12,100/- (Fifty Five Crore Seven Lakh Twelve Thousand OneHundred only) on 137678025 equity shares ofRs. 10/- each of the Company, be and is herebyapproved."

AGENDA-3 TO RE- APPOINT SHRI MILIND TORAWANE, lAS, (DIN: 03632394),WHO RETIRES BY ROTATION AND BEING ELIGIBLE OFFERSHIMSELF FOR RE-APPOINTMENT


GUJARAT GAS LIMITED (I. GSH·r.... oUlJ r~'''1 '''''Y - G'w...r...... ,t ....f G'JJd'ltUn..1o:lt"L:u'll) (ruflroffiy knuwfI~G';PCDlstnwtJon l~dWUl1s lJIllllt'J)

Corporate Office : 2. ShantiSadan Society. Near ?arimal Garden, ::llisbridge. Ahmedabad - 380006. Gujarat, lndia.Tel.: +91 -79-26462980. 2646009 5 Fax : +91 -79 -26466249R";'iis~ered Offic~ : Gujarat Gas e NG Station. Sector- SIc' Gandhinagar - 382 006. Gujarat India. Tel.:+91-79-232642 22. 2326 433 3Websit e : www.gularatgas.com. www.gspcgroup.c-om ON : L40 200GJ2012SGC0 69118

GUJARATGAS"RESOLVED THAT Shri Milind Torawane, lAS, (DIN: 03632394), who is liable to retireby rotation and being eligible for reappointment be and is hereby re-appointed as Director ofthe Company."

AGENDA-4 TO AUTHORISE THE BOARD OF DIRECTORS OF THE COMPANYTO FIX THE REMUNERATION OF STATUTORY AUDITORS OF THE COMPANYFOR F.Y. 2018·2019, IN TERMS OF THE PROVISIONS OF SECTION 142 OFCOMPANIES ACT, 2013


"RE SOLYED THAT pursuant to Section 142 and other applicable provisions, if any of theCompanies Act, 2013, the Board of Directors of the Company be and is hereby authorized tofix the remuneration of the Statutory Auditors of the Company during the F.Y. 2018- 2019,including out of pocket expenses to be incurred during the course of the audit, as may bemutually agreed between the Board of Directors and the Statuto ry Auditors ofthe Company." I"

SPECIAL BUSINESS

AGENDA-S APPOINTMENT OF SHRI RAJ GOPAL, lAS AS DIRECTOR LIABLETO RETIRE BY ROTATION


RESOLVED THAT Shri Raj Gopal, lAS, (DIN: 0225235 8) who was appointed as anAdditional Director pursuant to provisions of Sections 149,152, 161 of the Companies Act,2013 read with Companies [Appointment and Qualifications of Directors] Rules, 2014[including any statutory modification(s) or re-enactment thereof for the time being in force]and Articles of Association of the Company and who holds office up to the date of thisAnnual General Meeting and in respect of whom, the Company has received a notice inwriting under Section 160 of the Companies Act, 2013 from a Member proposing hiscandidature for the office of the Director, be and is hereby appointed as a Director of theCompany, who shall be liable to retire by rotation. ("

AGENDA-6 RATIFICATION OF RE MUNERATION OF COST AUDITORS FOR FY2018-19


"RESOLVED THAT pursuant to the provisions of the Section 148 of the Companies Act,2013 and other applicable provisions of the Companies Act, 2013, if any, and theCompanies (Audit and Auditors) Rules, 2014 (including any statutory modific ation(s) or reenactment thereof, for the time being in force), the remuneration of Mis Kailash Sankhlecha& Associates, Cost Accountants, (firm registration No. 100221) as the Cost Auditors of theCompany, whose appointment and remuneration has been recommended by the AuditCommittee and approved by the Board of Directors, for conducting the audit of the costrecords maintained by the Company for the Financial Year from 1st Apri l 2018 to 31st March

GUJARAT GASLIMITED (AGSPCG""",""""",,,, -,_ofG,,""'U,,,,.""'k"' ('''''''''''k_~ GSPC''''_ ''',,o,,,,-,,,,,,,,"

Corporate Office : 2. Shanf Sacen Society. Near ParimalGarden ElIisl:lridge. Ahmedabad - 380 006, Gujarat,.lndla.Tel.: +91- 79- 26462980, 26460095 Fax : +91- 79-264662 491={eglstereiftlft lce r GuJarat Gas eNG Stati on. Sector-S IC. Gandhinagar - 382 006. Gujarat India. Tel.: +91-7 9- 23264222. 23264333Weobsite : ....ww.gujaratgas.com. www.gspcgroup.com CIN : l4020 0GJ2012SGC069118

GUJARATGAS2019, at a remuneration of Rs. 1,50,000/- (Rupees One Lakh Fifty Thousand only) plus GSTand out of pocket expenses, is hereby ratified.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is herebyauthorised to do all acts, and to take such steps as may be necessary, proper and expedient togive effect to this resolution."

For, Gujarat Gas Limited

Dated: zs" September, 2018Rajeshwari Sharma

AVP (S&L) & CS

GUJARAT GAS LIMITED (AG~PC c....0tlP Company- GlM!frrTlfflt of I"'.ujartl· UoOOtilklflg) (Formerly knownasGSPCo,str,but!onNetwort.sl.>mIled)

Corporate Office : 2. Shant i Sadan Society, Near ParimalGarden. Ellisbridge, Ahmedabad - 380 006, Gujarat, India.Tel.: +91- 79 - 26 462980. 26460095 Fax: +91 -79-26466249....-=~,~ I..~ ~U vmt;;~ : \.]uJarat ees LNlJ Station Sector- SIc' Ganchinagar - 382 006. Gujarat India. Tel: +91-79 -23264222. 232643 33Websit e : www.gujaratgas.corr.. www.gspcgroup.com CIN : l40 200GJ2 012SGC06911a

CS MANOJ. R. HURKATB. Com.• LL.B., FCS, ACIS (London)

I

I/NI/C X IN!E -1_

MANOJ HURKAT & ASSOCIATESPRACTISING COMPANY SECRETARIES

306, ARTH Complex, BIh. A. .K. Patel House, Nr. Mithakhali Six Roads. Navrangpura, Ahmedabad 380009 (Gujarat) IndiaTel. No. : 079-2640 2110, 26402117 - Mobile: 98250 15582 - E-mail : mdnojhurkdt hotmall.co=m"---- _

Consolidated Report of Scrutinizer(Pursuant to Section 108 of the Companies Act, 2013 and Rule 20(3)(xii) of

The Com panies (Management and Administration) Rules, 2014)

To,The ChairmanOf 6th Annual General Meeting (AGM) of the members ofGUJARAT GAS LIMITEDheld on 27th September, 2018 at 3.30 p.m.at Seminar Hall -2 (Sr 2), Gate No. I,Mahatma Mandir, Gandhinagar (Gujarat)

Dear Sir,

I. I, CS Manoj Rajaram Hurkat, Practising Company Secretary, have beenappointed by the Board of Directors of Gujarat Gas Limited ("Company")having its registered office at Gujarat Gas Limited, Gujarat Gas CNG StationSector SIC, Gandhinagar-382006 (Gujarat) as a Scrutinizer for the purpose ofscrutinizing the remote e-voting & also the vote cast through poll/ballot papersat the Annual General meeting and for ascertaining the majority on votingcarried out as per the provisions of Section 108 & 109 of the Companies Act,2013 read with Rule 20 & 21 of The Companies (Management andAdministration) Rules, 2014 on the below mentioned resolutions, consideredin connection with the 6th Annual General Meeting held on 27th September,2018 at 3.30 p.m. at Seminar Hall -2 (Sr 2), Gate No.1 , Mahatma Mandir,Gandhinagar (Gujarat).

2. The management ofthe Company is responsible to ensure the compliances withthe requirements of provisions of Companies Act, 2013 and Rules relating tovoting on the resolutions contained in the Notice to the 6th Annual GeneralMeeting of the members of the Company. My responsibility as a scrutinizer forthe voting process is restricted to make Scrutinizer's Report ofthe votes casted"in favour" or "against" the resolutions stated below, based on the scrutiny ofthe polling papers circulated at the AGM and on the reports generated from thee-voting system provided by the Mis Karvy Computershare Pvt. Ltd.,

Consolidated Report of Scrutinizer - 6th AGM of Gujarat Gas Limited

j

CS MANOJ. R. HURKATB. Com., LL.B., FCS, ACIS (London)


306. ARTH Complex. Bth. A..K. Patel House, Nr. Mithakhali Six Roads, Navrangpura. Ahmedabad - 380 009 (Gujarat) IndiaTel. No. : 079-2640 2110, 2640 2117 - Mobiie: 98250 15582 - E-mail : m.nQJhurkdt h mall. om, _

Hyderabad (KARVY) the authorized agency to provide e-voting facilities,appointed by the Company.

3. Further to the above, I submit my consolidated report as under:

A. For Remote E-voting:

I. The remote e-voting period remained open from Monday, 24th September,2018 (9.00 a.m.) to Wednesday, 26th September, 2018 (5.00 p.m.).

11. The Members of the Company as on "cut oft" date (i.e. 20th September, 2018)were entitled to vote on the resolutions stated in the Notice of the 6th

Annual General Meeting.

III. The votes casted were subsequently unblocked by me on 27th September, 2018at 4.15 p.rn. in the presence of two witnesses, whose names are mentionedbelow, who are not in the employment of the Company and electronic ballotswere diligently scrutinized by me.

Sr. Name & Address of witnesses Signature of witnesses

No.

01. Shipra Agiwal

fJ.~10, Monalisa Apartment near HDFCBank ATM, Navrangpura, Ahmedabad

02. Seema Kothari Sr -J-II, Sujata Flats, Shahibaug,

,~

Ahmedabad

IV. The electronic ballots were reconciled with the records maintained by theCompany / Registrar and Transfer Agents of the Company and theauthorization! proxies lodged with the Company.

Consolidated Report of Scrutinizer - 6'h AGM of Gujarat Gas Limited


MAN OJ HURKAT & ASSOCIATESPRACTISING COMPANY SECRETARIES

306 . ARTH Complex. BIh. A. .K. Patel House . Nr. Mithakhali Six Roads, Navrangpura, Ahmedabad 380 009 (Gujarat) IndiaTel. No. : 071>-2640 2110, 2640 2117 - Mobile: 98250 15582 · E-ma il : manojhurkat~hogJtilJm~alJ.JI.Cgo:.gm _

V. Thereafter, the details of members, who have voted "For", "Against" each ofthe resolutions permitted for remote e-voting, were prepared based on reportgenerated from the e-voting website ofKARVY.

B. For Poll at the AGM:

I. The poll was conducted together on all the Item nos. 1 to 6 on the agenda atthe Annual General meeting at the end of discussion on all the resolutions.

II. The poll was conducted to enable the members of the Company who werepresent at the AGM and could not cast their vote through Remote E-votingfacility provided by the Company through KARVY.

III. After ensuring that all the members who desire to cast their vote through pollhave exercised their right to vote on poll and after seeking permission fromthe Chairman of the 6th Annual General Meeting, ballot box kept for pollingwas sealed in my presence with due identification marks.

IV. The sealed ballot box was subsequently opened in my presence and pollpapers were diligently scrutinized. The Poll papers were reconciled with therecords maintained by the Company/ Registrar and Transfer Agents of theCompany and the authorization/proxies lodged with the Company.

V. The poll/ballot papers, which were incomplete and/or which were otherwisefound defective have been treated as invalid and kept separately. Moreover,poll papers of those members who already cast their vote through Remote evoting process were also required to be treated as invalid.

Page J or io

4. Based on such scrutiny of the Remote E-voting & Polling process, the resultof the voting is as under:




306, ARTH Complex, B/h. A. .K. Patel House, Nr. Mithakhali Six Roads, Navrangpura, Ahmedabad 380 009 (Gujara!) IndiaTel. No. : 079-2640 2110, 2640 2117 - Mobile: 98250 15582 - E-mail · m.nojhurkat hotmail.wm

(a) Resolution No.1 : (Ordinary Business - Ordinary Resolution):Ordinary Resolution for adoption of Audited Financial Statements for theyear ended on 31't March, 2018.

(i) Voted in favour of the resolution :Type of Number of members Number of votes % of total numberVoting voted cast by them of valid votes cast

E-voting 120 11 7223912 100%

Poll 30 17091 100%

Total 150 117241003 100%

(ii) Voted agai nst the resolution:

Type of Number of members Number of votes % of total numberVoting voted cast by them of valid votes cast

E-voting Nil Nil Nil

Poll Nil Nil Nil

Total Nil Nil Nil

(iii) Invalid Votes :Type of Number of members Number of votes % of total numberVoting voted cast by them of valid votes cast


Poll I 500 Negligible

Total I 500 Negligible




306, ARTH Complex , Bill . A. .K. Patel House, Nr. Mithakhali Six Roads, Navrangpura, Ahmedabad 380009 (Gujarat) IndiaTel. No. : 079-2640 2110, 2640 2117 - Mobile: 98250 15582 - E-mail' [email protected]

(b) Resolution No.2: (Ordinary Business - Ordinary Resolution):Ordinary Resolution for declaration of dividend on Equity Shares for thefinancial year 2017-18

(i) Voted in favour of the resolution:


E-voting 120 117223912 100%

Poll 30 17091 100%

Total 150 117241003 100%

(ii) Voted against the resolution:



Poll Nil Nil Nil

Total Nil Nil Nil

(iii) Invalid Votes:

Type of Number of members Number ofvotes % of total numberVoting voted cast by them of valid votes cast


Poll 1 500 Negligible

Total I 500 . Negligible

rConsolidated Report of Scrutinizer - 6th AGM of Gujarat Gas Limited I



306, ARTH Complex, Bill. A. .K. Patel House, Nr. Milhakhali Six Roads, Navrangpura, Ahmedabad - 380 oog (Guiaral) IndiaTel. No. : 079-2640 2110, 2640 2117 - Mobile: 98250 15582 - E-mail : mano jhurkal @hotmail.com

ee) Resolution No. 3:(Ordinary Business - Ordinary Resolution):

Ordinary Resolution for Re-appointment of Shri Milind Torawane, IAS(DI N:03632394)as Director of the Company.



E-voting 69 112828854 96.81%

0,010/';-Poll 30 17091

Total 99 112845945 96.83%


Type of Number of members Number of votes % of total numberVoting voted cast by them of'valid votes cast

E-voting 47 3697163 3.17%

Poll Nil Nil Nil

Total 47 3697163 3.17%




Poll 1 500 Negligible,

Total 1 500 Negligible

Consolidated Report of Scrutinizer - 6th AGMof Gujarat Gas Limited of III



306, ARTH Complex, B/h. A. .K. Patel House, Nr. Mithakhali Six Roads, Navrangpura, Ahmedabad 380 009 (Gujarat) IndiaTel. No. : 079-2640 2110, 2640 2117 - Mobile: 98250 15582 - E-mail ; mdnojhurkal(l!lhotmdll.com

(d) Resolution No.4: (Ordinary Business - Ordinary Resolution):

Ordinary Resolution for Fixation of remuneration of Statutory Auditors of theCompany for the F. Y. 2018-19

(i) Voted in favou r of the resolution:


E-voting 120 117223912 100%I

Poll I 30 1709 1 100%

iTotal 150 11724 1003 100%

,




Poll Nil Nil Nil

Total Nil Nil Nil






Consolidated Report ofScrutinizer - 6th AGM ofGujarat Gas Limited

,\rl~

CS MANOJ. R. HURKATB. Com., LL.B., FCS. ACIS (London)


306, ARTH Complex , BIh. A. .K. Patel House, Nr. Mithakhali Six Roads, Navrangpura , Ahmedabad 380 009 (Gujarat) IndiaTel. No. : 079-2640 2110. 2640 2117 - Mobile: 98250 15582 - E·ma il : mano jhurkal @holmail.com

(e) Resolution No. 5:(Special Business -Ordinary Resolution):

OrdinaryResolution for appointment of Shri Raj Gopal, lAS (DIN:02252358)as Director of the Company



,

E-voting 114 116508105 99.97%

Poll 30 170C? 1 0.01%

Total 144 116525196 99.98%

( ii) Voted against the resolution:Type of Number of members Number of votes % of total numberVoting voted cast by them of valid votes cast

E-voting 2 17912 0.02%

Poll Nil Nil Nil

Total 2 17912 , 0.02%

iii) Invalid Votes:



Poll 1 500 Negligible


e.--~' >"'''''C8 of 10Consolidated Report of Scrutinizer - 6'h AGMof Gujarat Gas Limited



306, ARTH Complex, BIh. A. .K. Patel House, Nr, Milhakhali Six Roads, Navrangpura,Ahmedabad 380009 (Gujarat) IndiaTel. No. : 079-26402110,2640 2117 - Mobile: 98250 15582- E-mail : manohurkathtma.lm

(Q Resolution No. 6: (Special Business -Ordinary Resolution):O rdina ry Resolution for ratification of remuneration of Cost Auditors for F.Y.2018-19

(i) Voted in fav our of the resolution:


E-vot ing 120 11 7223912 100%

Poll I 30 17091 100%

Total I 150 117241003 100%,I



I


Poll Nil Nil Nil,

Total Nil Nil Nil

(iii) Inva lid Votes :

Type of Number of members Number ofvotes % of total numberVoting voted cast by them of valid votes cast







306, ARTH Complex, BIh. A..K. Patel House, Nr. Mithakhali Six Roads, Navrangpura, Ahmedabad - 380 009 (Gujaral) IndiaTel. No. : 079-2640 2110, 2640 2117 - Mobile: 98250 15582 - E-mail : mJnojtlu,kdl[l!!holmdil.(gm

5, A .compact disk (CD) I Excel Sheets and other supportive documents containinglist of equity shareholders who voted "For", "Against" and those votes, whichwere declared "Invalid" for each resolution and also resolutions received fromcorporate shareholders etc. will be returned for safe keeping by our separateletter to the Company.

6. The poillballot papers and all other relevant records will also be handed over byme to the Company Secretary authorized by the Board for safe keeping.

Thanking you,r

Place: AhmedabadDate: 27th September, 2018

Yours faithfully,

-c:.--Signature of the Scrutinizer

[CS MANOJ HURKAT)FCS- 4287, CP - 2574

Countersigned by:

For, GUJARAT GAS LIMITED

Consolidated Report ofScrutinizer - 6th AGM of Gujarat Gas Limited Page 10 ofl0

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