Regency Ceramics : Extra Ordinary Meeting

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Hyderabad, April 11, 2022

To,

BSE Ltd,

Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001

Tel:[phone]

Fax: [phone]/2037/2061/41

Email:[e-mail] Scrip Code: 515018

Sub: Intimation pursuant to Regulation 30 of Securities and Exchange Board of India

(Listing Obligations and Disclosure Requirements) Regulations,

Dear Sir/Madam,

With reference to the subject cited above and pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Part A of Schedule III of the said Regulations, please find enclosed herewith the Notice convening Extraordinary General Meeting of the Company to be held on May 05, 2022.

Kindly take the above information on records.

Thanking You, for Regency Ceramics Limited

Narala Satyendra Prasad Wholetime Director & CFO

DIN: 01410333

Encl: as above

Regency Ceramics Limited

CIN : L26914TG1983PLC004249

Regd. Office : 89/A, Aishwarya, 1st Floor, Street No.8, Sagar

To,

The National Stock Exchange of India Limited, Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai: 400051

Tel: [phone]/452

Fax: [phone]

Email:[e-mail] Symbol: REGENCERAM

Society, Road No. 2, Banjara Hills, Hyderabad - 500 034. Telangana.

Phone : [phone], Email :[e-mail] Website : www.regencytiles.com

Factory : Yanam-533 464

2015

REGENCY CERAMICS LIMITED

CIN: L26914TG1983PLC004249

Registered Office: Plot No.

Society,Road No.2, Banjara

89/A,	Aishwarya,	Sagar
Hills,	Hyderabad	India

1*Floor, Street No.8, - 500034, Telangana,

Phone No.: 040-23319902 E-mail Id:[e-mail]

Website:www.regencytiles.com

NOTICE is hereby given that the Extraordinary General Meeting ("(EGM") of the Members of Regency Ceramics Limited ("Company") will be held on Thursday, May 5, 2022 at 11:00

A.M. through Video Conferencing ("VC") Other Audio Visual Means ("'OAVM")

at the

Registered Office of the Company situated at 89/A, Aishwarya, street no.8, Sagar society 1* floor, Road No.2, Banjara hills, Hyderabad-500034, Telangana, India for consideration of the following special business:

ITEM NO.1

APPOINTMENT

OF

MR.

RAMKUMAR

SRINIVASAN

INDEPENDENT DIRECTOR OF THE COMPANY

To consider and if thought fit, to pass with or resolution as a Special Resolution:

(DIN:

02059639)

without modification(s),

AS AN

the following

"RESOLVED THAT pursuant to the provisions

of Section 149, 150, 152 of the Companies

Act, 2013 ('the Act") read with Schedule IV to the Act, the Companies (Appointment and Qualification of Directors) Rules, 2014, Regulation 17(1C) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any statutory modification(s)

re-enactment thereof for the time being in force) and applicable, Mr. Ramkumar Srinivasan (DIN: 02059639),

or
any	as	may	be
who	the	Board	of

other provisions was appointed by

Directors as an Additional Director in the capacity of a Non-Executive Independent Director

on	the	of	and
Remuneration	office	upto	of	next	or
is

the

with

effect

from

10

February,

2022

Committee and who holds

recommendation

the date

three months from the date of his appomtment, whichever

Nomination general meeting

earlier, in terms of Section

161(1) of the Act, who has submitted a declaration that he meets the criteria of independence as provided in Section 149(6) of the Act and Regulation 16(1(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and in respect of whom the Company has received a notice in writing from a Member under Section 160(1) of the Act,

proposing his candidature for the office of the Director, be and is hereby appointed as

a Non-

Executive Independent Director of the Company, not lable to retired by rotation, to

office	10"
Date:	11/04/2022
Place:	Hyderabad	By

February, 2022."

for a term of 5 (Five) consecutive years commencing from

the order of the Board for REGENCY CERAMICS LIMITED

hold

Registered Office:

89/A, Aishwarya, Street No.8, Sagar Society 1* Floor,

Road No.2, Banjara Hyderabad-500034,

Dr.	Gudaru
Hills,	Chairman	Director
Telangana,

India

Sd/-

Naraiah Naidu and Managing

DIN:00105597

1,

In	view	of	the	("MCA")
has	vide	its	14/2020	April	17/2020
Circular	Circular

NOTES the continuing COVID-19 pandemic,

General Circular no.

dated April 13, 2020,

General

No. 33/2020 dated September 28, 2020, General Circular No.10/2021

dated December 8, 2021

dated

Ministry of Corporate Affairs 8, 2020, General Circular no.

No. 22/2020 dated June 15, 2020, General

(collectively

2020,
dated	June	No.20/2021
"MCA	Exchange

General Circular No. 39/2020 dated December 31, 23, 2021 and General Circular

Circulars") and Securities and

Board of India "'SEBI') vide its Circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 and Circular no. SEBI/HO/CFD/CMD2/ CIR/P/2021/11 dated January 15,

2021

(collectively "SEBI

General Meeting

"EGM")

Circulars"), permitted through VC/OAVM

Companies

to conduct Extraordinary

without the physical presence

of the

Members at a common venue. In compliance with the provisions of the Companies Act, 2013 ("Act"), SEBI (Listing Obligations and Disclosure Requirements) Regulations,

Listing Regulations") and MCA Circulars, the EGM of the Company VC /OAVM.

Pursuant to the provisions of the Act, a Member entitled to attend and vote at

2015	("'SEBI
is	held	through
the

being

EGM is

entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a Member of the Company. Since this EGM 1s being held pursuant to the MCA Circulars

through

VC

/ OAVM,

physical

attendance

of Members

has

been

dispensed

with.

Accordingly, the facility for appointment of proxies by the Members will not be available for the EGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice.

Since the EGM will be held through VC/ OAVM, the route map of the venue of the Meeting is not annexed hereto.

Members attending the EGM through VC / OAVM

shall be counted for the purpose of

reckoning the quorum under Section 103 of the Companies Act, 2013.

Institutional / Corporate Shareholders (.e., other than individuals / HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/Authorization etc., authorizing its representative to attend the EGM through VC / OAYM on its behalf and to vote through remote e-voting. The said Resolution/Authorization

shallbe

sent

to

the

Company

by

email

through

its registered

email

[e-mail] with a copy marked to [e-mail].

address

to

The business set out in the Notice will be transacted through electronic voting system and the

is providing relating to will also send communication details about User ID and separately.

Company	facility
information	Remote	e-voting	and	these	notes.
relating	to	inter	alia

for voting by electronic means.

e-voting are given in Remote e-voting which

hereto.
Board	("the
SEBI	the
this
2022

Password	of	to
The	Statement	pursuant	the	Act,
out	relating

2013	setting
Business	to	is	annexed
pursuant	to

be transacted at this EGM 36(3) of the Securities and Exchange

Explanatory material facts

to Section 102(1) of

to the Special

Further additional information,

along with a copyInstructions and other

The Company would contain

this Notice

the members,

Companies

of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

Listing Regulations") and Secretarial Standard on General Meetings issued by

Institute of Company Secretaries of India, in respect of Director seeking appointment at EGM is also annexed hereto.

The Register of Members and Share Transfer Books will remain closed from April 30, to May 05,2022 (both days inclusive).

The Board of Directors of the Company (the "Board") has appointed Ms. Kushbu Vijayvargi

(MembershipNumber:

Scrutinizer to scrutinize

10. The Ministry

the
the	voting	manner.
Affairs,	circular	and

a

FCS-11609),

M&K

Associates,

Company

process in a fair and transparent

of

Corporate

Government

Secretaries,

as

of

India

(vide

its

18/2011

dated

April

21,

2011

and

April

29,

2011

respectively),

nos.

17/2011

has

undertaken

'GreenInitiative in Corporate Governance' by allowing paperless compliances and recognizing

delivery medium.

of	electronic
In	Company	Documents	/	Annual	Reports,
the	email,	addresses	are

registered. their email Depository

Notices / Documents / Annual Reports, etc., to the shareholders through

etc., to

through

view of the above the shareholders through other

Accordingly,

will send Notices / wherever the email

addresses in respect of shares held in dematerialized form with

available; and

modes	of	services	have
members	are	requested	by	registering
their	respective

to support this initiative

11.

in	held
Members	have	not	their
respect	held

where

email

addresses

not

been

Participants and who of shares

respect of shares

in physical form with the Company's RTA.

registered

e-mail address are requested to register the same in

in electronic form with the Depository through their DepositoryParticipant(s) and in respect of shares held in physical form by writing to the Company's Registrar and Share Transfer Agent.

• 12. Members are requested to intimate changes, if any, pertaining to their name, postal address,

13.	of
EGM.
14.	EGM	are
email	on
15.	being
16.

sent

email address, telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc., to their DPs in case the shares are held by them in electronic form and to RTA in case the shares are held by them in physical form. In case of joint holders, the Member whose name appears as the first holder in the order names as per the Register of Members of the Company will be entitled to vote at the Members seeking any information with regard to any matter to be placed at the

requested to write to the Company

on or before April 28, 2022

[e-mail]. The same will be replied by the Company suitably.

through

In compliance with the aforesaid MCA and SEBI Circulars, Notice of the EGM is

only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories. Members may note that the Notice and Explanatory Statement will also be available on the Company's websitewww.regencytiles.com, websites of the Depositories and the websites of the Stock Exchanges 1.e., BSE Limited and National Stock Exchange of India Limited atwww.bseindia.com and www.nseindia.com respectively. In case of any queries regarding the Notice, the Members may write [e-mail]. Instructions for e-voting and joining the EGM are as follows:

A. VOTING THROUGH ELECTRONIC MEANS:

1.

Incompliance with the provisions of Section 108 of the Act, read with Rule 20 of the

as	amended
time,	and	44	the	SEBI	the	Members	provided
with	the	cast	their	vote	services

of

Companies (Management and Administration) Rules, 2014,Regulation facility to

Listing Regulations,

electronically, through the e-voting

u.

provided	by	CDSL,	forth
e-voting	are	given
has

on all the resolutions set herein below.

The Board of Directors of the Company

(MembershipNumber:

FCS-11609),

from time to are

in this Notice. The instructions for

appointed Ms. Kushbu Viayvargi

M&K

Associates,

Company

Secretaries asScrutinizer to scrutinize the process for the EGM in a fair and transparent manner.

i.

The Members who have cast their vote by remote e-voting prior to the EGM may also attend/ participate in the EGM through VC / OAVM but shall not be entitled to cast their vote again and if casted again, then the same shall not be counted.

iv.

Voting rights shall be reckoned on the paid-up value of shares registered in the name