TUSHAR VORA & ASSOCIATES

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Magdalene Marcia Newman
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1 E/""* B.Com., LL.B. (SPL.), F.C.S. TUSHAR VORA & ASSOCIATES V*rryt "ry &*ra"rr:" FORM No. MGT-13 Report ofscrutinizer lpursuant to Section 109 of the Companies Act, 20L3 and Rule 21(2) of Companies (Management and Administrationl Rules, To, The Chairman of 24th Annual General Meeting of the members of AIA Engineering Limited, 115,GVMMEstate, Odhav Road, Odhav, Ahmedabad The 24th Annual General Meeting ofthe members ofala Engineering Limited (the Company) held on Thursday, the 11th September, Z0L4 at A.M, at H. T. Parekh Convention Center, Ahmedabad Management Association, ATIRA Campus, Dr. Vikram Sarabhai Marg, Ahmedabad-15. Dear Sir, I, Tushar Vora, Practicing Company Secretary, appointed as Scrutinizer for the purpose of the poll taken on the below mentioned resolution(s), at the 24th Annual General Meeting of the Equity Shareholders of AIA Engineering Limited held on Thursday, the 11th September,2014 at A.M. at H. T. Parekh Convention Center, Ahmedabad Management Association, ATIRA Campus, Dr. Vikram Sarabhai Mar& Ahmedabad-15, submit my report as under: 1. After the time fixed for closing of poll by the Chairman, one ballot box kept for polling was locked in my presence with due identification marks placed by me. 2. The locked ballot box was subsequently opened in my presence and poll papers were diligently scrutinized. The poll papers were reconciled with the records maintained by the Company/Register and Transfer Agent ofthe Company and the authorizations/proxies lodged with the Company. 3. The poll papers, which were incomplete and/or which were otherwise found defective have been treated as invalid and kept separately. 4. The result ofthe ooll is as under: 52, Arpan Society, Nr. MayurHigh School, Paliyad Nagar, Naranpura, Ahmedabad Phone : Mobile : cstusharvora@gmail.com

2 Tonlor,VT7"ro TUSITAR VORA E ASSOCIATES C"tgo-y Seqetazzs Item No. 7 - Ordinary Resolution Resolution to receive, consider and adopt the Audited Balance Sheet as at the year ended 31st March 2014 and the Statement of Profit and Loss of the Company for the year ended on that date and the Reports 0f the Directors and Auditors thereon. 0J Voted in favour of resolution: Number ofmembers Number of by % oftotal number ofvalid present and voting [in them (SharesJ lJ Voted againsthe resolution: Number of Members Number of by o/ oftotal number ofvalid them (Shares) flll) Invalid Votes Total number of members present and Total number voting Iin person of by them or proxy) whose votes (SharesJ Item No. 2 - Ordinary Resolution Resolution to declare Dividend on Equity Shares for the financial year ended 31" March, (l) Voted in favour ofresolution: Number of Members Number of by % oftotal number ofvalid them (Shares) (lll Voted againsthe resolution: Number of Members Number of by o/o of total number ofvalid present and voting [in them (Sharesl Nil N,A, N.A. (lll) Invalid Votes Total number of members present and voting (in person or proxyj whose votes Total number of by them (SharesJ Arpan Society,Nr- Mayur High School, paliyad Nagar, Naranpura, Ahmeoaoao _ gaoo Phone: , Mobile: S2OS, E_mail : cstusharvora@gmail.com

3 Tonl",,VZ7",o TASIIAR VORA & ASSOCIA'TES G."gb-rJ, Seaetartiat. Item No.3 - Ordinarv Resolution Resolution to appoint a Director in place of Dr. S. Srikumar [DIN ], who retires by rotation and being eligible, offers himselfor re-appointment. (ll Voted in favour of resolution: Number of Members Number of by o/o of total number ofvalid them [Shares) person or Droxvl (llj Voted againsthe resolution: Number of Members Number of by % of total number ofvalid present and voting [in them (Shares) person or proxvl (lll) Invalid Votes Total number of members present and Total number of by them voting Iin whose votes (Shares) Item No. 4 - Ordinarv Resolution Resolution to appoint M/s. Talati & Talati, Chartered Accountants [CAt Registration No W1 as Statutory Auditors of the Company to hold office from the conclusion of this meeting until the conclusion of the next Annual General Meeting and to fix their remuneration. 0J Voted in favour of resolution: Number of Members Number of by % oftotal number ofvalid present and voting Iin them (Shares) person or proxvl 1, UI) Voted against the resolution: Number of Members Number of by o/o of total number ofvalid voles cast 6 1, (llll Invalid Votes Total number of members present and voting [in whose votes Total number of by them IShares) 32, Arpan Society, Nr. Mayur High School, patiyad Nagar, Naranpura, Ahmedabad _ 38OOl Phone: , Mobite : , E_mail : cstusharvora@gmail.com

4 Too,for,nZ7"ro B.colll., LLB. (SPL.), F.C.S. TUSIIAR VORA E ASSOCIATES G.rgo-tlr Secretcnbr Item No, 5 - Ordinarv Resolution Resolution to appoint Mr. Dileep C. Choksi [DIN ] as an Independent Director to hold office for a period of five consecutive years from 11th September 2014 to 10th September fll Voted in favour ofresolution: Number of Members Number of by , 100 0IJ Voted againsthe resolution: (lll) lnvalid Votes % oftotal number ofvalid Number of Members Number of by o/o of total number ofvalid Ni1 N.A. N,A. Total number of members present and Total number of by them voting [in whose votes IShares) Item No. 6 - Special Resolution Resolution to appoint Mr. Sanjay S. Majmudar [DIN ] as an Independent Director to hold office for znd term of five consecutive years from 11th September 2014 to loth September 201,9. (l) Voted in favour of resolution: Number of Members Number of by % of total number ofvalid them (Shares) voles cast Ull Voted againsthe resolution: Number of Members Number of by o/o of total number of valid voles cast (1J IJ Invalid Votes Total number of members present and Total number of by them voting Iin whose votes (Shares) , Arpan Society ;iety, Nr. Mayur High School, Paliyad Nagar, Naranpura, Ahmedabad - 3gOOl Phone : 079. O7S , Mobile : , cstusharvora@gmail.com

5 Tr-rfor,VTToro TUSHAR VORA & ASSOCIATES Cotgo-t7 {ecretona" Item No. 7 - Special Resolution Resolution to appoint Mr. Rajendra S. Shah [DIN ] as an Independent Director to hold office for a period of five consecutive years from 11th September 2014 to 10th September tll Voted in favour ofresolution: Number of Members Number of by them (Shares) o/o of total number of valid votes casr Derson or Droxyl 1, (ll) Voted againsthe resolution: Number of Members Number of by % of total number ofvalid them (Shares) voles casl uerson or proxv) Nil N,A, N.A. (llll Invalid Votes Total number of members present and Total number of by them voting [in whose votes (Shares) Item No, I " Special Resolution Resolution to borrow monies in excess of the aggregate of the paid-up capital of the company and its free reserves - provided that the total amount borrowed and outstanding at any point of time, apart from temporary loans obtained shall not exceed Rs.500 crore during any financial year. fll Voted in favour of resolution: Number of Members Number of by % of total number ofvalid voles casl person or Droxvl (l I) Voted againsthe resolution; Number of Members Number of by o/o oltotal number ofvalid person or proxv) 0lll lnvalid Votes Total number of members present and voting Iin whose votes Total number of by them (Shares) 32, Arpan Society, Nr. Mayur High School, paliyad Nagar, Naranpura, Ahmedabad _ Phone: , I/obile : , cstusharvora@gmail.com

6 fro,ro,,vtvo"o B.coIn., LLB. (SPL.), F.C.S. TUSIIAR VORA & ASSOCIATES G"tgo-ty Uectetarzb Item No. 9 - Special Resolution Resolution to pay a sum not exceeding 0.25% per annum of Net profits 0f the Company to Directors other than Managing Director or Whole-time Director of the Company or to some or any of them in such amounts or proportions and in such manner as may be decided by the Board ol Directors for a period of five years commencing from 1"t April flj Voted in favour ofresolution: Number of Members Number of by %o of total number ofvalid them (Sharesl UIJ Voted againsthe resolution: Number of Members Number of by % of total number ofvalid present and voting [in them (Shares) vores cast person or Droxvl 0ll) Invalid Votes Total number of members present and Total number of by them voting (in whose votes (Shares) Item No Ordinqrv Resolution Resolution to ratif,/ the remuneration of Rs.3.50 Lacs to M/s. Kiran J. Mehta & Co. Cost Accountants appointed by the Board of Directors on the recommendations of the Audit Committee to conducthe Audit of Cost Records pertaining of the Company for the Financial year ending on 31"t March tl) Voted in favour ofresolution: Number of Members Number of by % of total number ofvalid them (Shares) vores cast (ll) Voted against the resolution: Number of Members Number of by o/o oftotal number ofvalid present and voting Iin person or proxyj Nil N.A, N,A. 32, Arpan Society, Nr. N4ayur High School, patiyad Nagar, Naranpura, Ahmedabad _ Phone: , Mobile: , E-mait : cstusharvora@gmait.com

7 frnfr,,vt7o"o TUSIIAR VORA & ASSOCIATES G"ty-tS, Seczetaz.zan (lllj Invalid Votes Total number of members present and Total number of by them voting [in person or proxy] whose votes (Shares) Item No. 77- Special Resolution Resolution to consent for the re-appointment of powertec Engineering pvt. Ltd. for holding of 0ffice or Place of Profit under the Company. (l) Voted in favour of resolution: Number of Members Number of by 7o oftotal number ofvalid them (SharesJ person or proxv) (ll) Voted againsthe resolution: Number of Members Number of by o/o oftotal number ofvalid present and voting Iin them [Shares) (lll) Invalid Votes Total number of members present and Total number of by them voting (in whose votes IShares) 5. A compact Disc (cdl containing a list of Equity shareholders who voted "F0R","AGAINST, and those whose votes for each resolution is enclosed. 6. The poll papers and all other relevant records were sealed and handed over to the company Secretary/Director authorize by the Board for safe keeping. Thanking Name; Tushar Vora Practicing Company Secretary Scrutinizer FCS: 3459, COP: 1745 Place Date : Ahmedabad : 12thseptember, , Arp n Soclgty, ryrr Mayur High Schoot, patiyad Nagar, Naranpura, Ahmedabad _ Phone : '121, Mobite :?BZSA 4S2OS, E-mait : cstusharvora@gmail.com

TT]SHAR VORA & ASSOCIATES

et,rrlr* a//, 016* B Com., LL.B. (SPL.), F.C.S TT]SHAR VORA & ASSOCIATES Report of Scrutinizer VrrrrVttrry 8"rr"a^a [Pursuant to Section 108 of the Companies Act, 2013 and Rule 20 (a)[xii) of Companies