Ref: Scrip Code Pursuant to Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements)

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TD

THACKER AND CO. LTD. 17th August, 2018 The Secretary, BSE Limited

Phiroze Jeejeebhoy Towers, Dalai Street,

Mumbai - 400 001.

Dear Sir/Ma'am,

Ref: Scrip Code- 509945

Sub: Voting Results of the 140th Annual General Meeting

Pursuant to Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith:

- the voting results for the business transacted at 140th Annual General Meeting of the Company held on 16th August, 2018 at 9.30.A.M. at 60, Jatia Chambers, Dr. V. B. Gandhi Marg, Mumbai - 400 001(Annexure I) and

- the Scrutinizers' Consolidated Report thereon on the voting. (Annexure II) Please take the same on record.

Thanking you, Yours faithfully,

For THACKER AND COMPANY LIMITED

c1/4.14Tho

,A.

Priya Nair

Company Secretary

End: As above.

Regd. Off.: Bhogilal Hargovindas Building, Mezzanine FI.18/20,K.Dubhash Marg, Mumbai-400001, India Corporate Office: Jatia Chambers, 60 Dr. V.B.Gandhi Marg, Mumbai-400001, India

Tel: 91-22-43553333,

Web-Site: www.thacker.co.in , E-mail: thackerOthacker.co.in CIN No. : 1_21098MH1878PLC000033

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THACKER AND CO. LTD.

Annexure I

Date of AGM/EGM 16th August,

2018 Total number of shareholders on record date

(i.e. 9th

August, 2018)

185

No. of shareholders present in the meeting either in person or through proxy:

13

Promoters and Promoter Group 7 Public 6 No. of shareholders attended the Meeting through Video Conferencing

Promoters and Promoter Group NIL Public NIL

Tel: 91-22-43553333,

Web-Site: www.thacker.co.in , E-mail: [email protected] CIN No. : L21098MH1878PLC000033

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rip THACKER AND CO, LID

Agenda-wise disclosures

Item No.1: To receive, consider and adopt the Audited Standalone and Consolidated Financial

Statements of the Company for the Financial Year ended 31st March, 2018, including the Audited Balance Sheet as at 31st March, 2018 and the Statement of Profit and Loss and Cash Flow Statement for the year ended on that date and the Reports of the Board of Directors and Auditors thereon.

Resolution required Ordinary Resolution Whether promoter/promoter group are

interested in the agenda/resolution

No

Category Mode of Voting No. of shares held No. of votes polled % of votes polled on outstanding shares No. of votes - in favour No. of votes - against % of votes in favour on votes polled % of votes against oN votes polled 1 2 3 4 5 6 7 (3). (121/11)1•100 6. [(4)/(2)]•100 7.1(51/1211'100

Promoter and Promoter Group E-VOTING 590730 590730 100 590730 0 100 0

Promoter and Promoter Group PHYSICAL oo o o o o Promoter and Promoter Group Postal ballot if any o o o o o o Total 590730 590730 100 590730 0 100 0

Public-Institutions E-VOTING 819 35 0 0 0 0 0 0

Public-Institutions PHYSICAL o o o o o o Public-Institutions Postal ballot if any o o o 0 o o

Total 83159 0 0 0 0 0 0

Public-Non-institutions (-VOTING 413830 5059 1.22 S053 6 99.88 0.12

Public-Non-institutions PHYSICAL 66 0 66 0 100 0

Public-Non-institutions Postal ballot if any o o o a a o

Total 413830 5125 1.24 5119 6 99.88 0.12

Total 1087719 595855 54.78 595849 6 100 0

Tel: 91-22-43553333,

Web-Site: www.thacker.co.in , E-mail: thackerPthacker.co.in

CIN No. : L21098MH1878PLC000033 GST No. : 27AAACT3200A1Z7

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_THACKER

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AND CO. LTD

Item No.2: To appoint a Director in place of Ms. Vrinda Jatia (DIN: 06725427),

who retires by rotation and being eligible, offers herself for re-appointment

Yes Category Mode of Voting No. of shares held No. of votes polled %of votes polled on outstanding shares No. of votes - in favour No. of votes - against 5 % of votes in favour on votes polled 6 % of votes against oN votes polled 7 1 2 3 4 (3). [(2)/(l)1.100 0 0 6= 1141/(2)]•100 0 0 2. R5)/12)1100

Promoter and Promoter Group E-VOTING 590730 0 0

Promoter and Promoter Group PHYSICAL 0 0 0 0 0 0

Promoter and Promoter Group

Postal ballot if any 0 0 0 0 0 0 Total 590730 0 0 0 0 0 0 Public-Institutions E-VOTING 83159 0 0 0 0 0 0 Public-Institutions PHYSICAL 0 0 0 0 0 0 Public-Institutions Postal ballot if .ny 0 0 0 0 0 0 Total 83159 0 0 0 0 0 0

Public-Non-institutions E-VOTING 413830 5059 1,22 5053 6 99.88 0.12

Public-Non-institutions PHYSICAL 66 0 66 0 100 0 Public-Non-institutions Postal ballot if any 0 0 0 0 0 0 Total 413830 5125 1.24 5119 6 99.88 0.12 Total 1087719 5125 0.47 5119 6 99.88 0.12

Tel: 91-22-43553333,

Web-Site: www.thacker.co.in , E-mail: thackerthacker.co.in CIN No. : L21098MH1878PLC000033

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• ICC THACKER

AM CO. La

Item No.3: Ratification of the Appointment of M/s. ADV & Associates, Chartered Accountants (Firm Registration No.128045W), as the Statutory Auditors of the Company to hold office from the conclusion of the 140th Annual General Meeting till the conclusion of 141st Annual General Meeting of the Company.

No Category Mode of Voting No. of shares held No. of votes polled % of votes polled on outstanding shares No. of votes- in favour No. of votes - against % of votes in favour on votes polled % of votes against oN votes polled 1 2 3 4 5 6 7 (3)= 1(2)/(1))•100 6:-- 1(4)/(2)1•100 7.1(5)/(2)1•100 Promoter and Promoter Group E-VOTING 590730 590730 100 590730 0 100 0 Promoter and Promoter Group PHYSICAL 0 0 0 0 o o Promoter and Promoter Group Postal ballot if any o 0 0 0 0 0 Total 590730 590730 100 590730 0 100 0 Public-Institutions E-VOTING 83159 o o o 0 0 o Public-Institutions PHYSICAL o 0 o 0 0 o Public- Institutions Postal ballot if any 0 o 0 0 0 0 Total 83159 0 0 0 0 0 0 Public-Non-institutions E-VOTING 413830 5059 1.22 5053 6 99.88 0.12 Public-Non-institutions PHYSICAL 66 o 66 o 100 o Public-Non- institutions Postal ballot if any 0 0 0 0 o 0 Total 413830 5125 1.24 5119 6 99.88 0.12 Total 1087719 595855 54.78 595849 6 100 0

Regd. Off.: Bhogilal Hargovindas Building, Mezzanine Fl.18/20,K.Dubhash Marg, Mumbai-400001, India Corporate Office: Jatia Chambers, 60 Dr. V.B.Gandhi Marg, Mumbai-400001, India

Tel: 91-22-43553333,

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Item No.4: Consent to the subsisting contracts already entered into/to be entered in to with Related Party (les).

Yes Category Mode of Voting No. ot shares held No. of votes polled % of votes polled on outstanding shares No. of votes- In favour No. of votes- against % of votes M favour on votes polled % of votes against oN votes polled 1 2 3 4 5 6 7 1 31- I( 2)/I 01.100 6. l)4)/12(1 100 7. R5)1(2)1'100 Promoter and

Promoter Group f -VOTING 590730 0 0 00 0 0 Promoter and

Promoter Group PHYSICAL 0 0 0 0 0 0

Promoter and Promoter Group Postal ballot 3 any 0 0 00 0 0 Total 590730 0 0 0 0 0 0

Public -Institutions E-VOTING 83159 0 0 0 0 0 0

Public-Institution s PHYSICAL 0 0 0 0 0 0 Publir•Institutions Postal ballot if any 0 0 0 0 0 0 Total 83159 o 0 o 0 o 0 Public-Non- institutions (-VOTING 413830 5059 1.22 5053 6 99.88 012 Publio Non. i nstitutions PHYSICAL 66 0 66 0 100 0 Public-Non- Postal ballot if any institutions 0 0 0 0 0 0 Total 413830 5125 1.24 5119 6 9930 0.12 Total 1087719 5125 0.47 5119 6 99.88 0.12

Regd. Off.: Bhogila) Hargovindas Building, Mezzanine FI.18/20,K.Dubhash Marg, Mumbai-400001, India Corporate Office: Jatia Chambers, 60 Dr. V.B.Gandhi Marg, Mumbai-400001, India

Tel: 91-22-43553333,

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THACKER AND CO_ LTO

Item No.5: Appointment of Mr. Raju R Adhia as Manager for a further period of three years.

Resolution required Special Resolution

Whether promoter/promoter group are interested in the agenda/resolution No Category Mode of Voting No. of shares held No. of votes polled %of votes polled on outstanding shares No. of votes - in favour No. of votes - against % of votes in favour on votes polled % of votes against oN votes polled 1 2 3 4 5 6 7 (3)= [(2)/(1)]*100 6= [(4)/(2)]*100 7= [(5)/(2)]*100 Promoter and Promoter Group E-VOTING 590730 590730 100 590730 0 100 0 Promoter and Promoter Group PHYSICAL 0 0 0 0 0 0 Promoter and Promoter Group Postal ballot if any 0 0 0 0 0 0 Total 590730 590730 100 590730 0 100 0 Public-Institutions E-VOTING 83159 0 0 0 0 0 0 Public-Institutions PHYSICAL 0 0 0 0 0 0 Public- Institutions Postal ballot if any 0 0 0 0 0 0 Total 83159 0 0 0 0 0 0 Public-Non- institutions E-VOTING 413830 5059 1.22 5053 6 99.88 0.12 Public-Non- institutions PHYSICAL 66 0 66 0 100 0 Public-Non- institutions Postal ballot if any 0 0 o o o o Total 413830 5125 1.24 5119 6 99.88 0.12 Total 1087719 595855 54.78 595849 6 100 0

Tel: 91-22-43553333,

Web-Site: www.thacker.co.in , E-mail: thackerOthacker.co.in

CIN No. : L21098MH1878PLC000033 GST No. : 27AAACT3200A1Z7

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C THACKER ANON LTD

Item No.6: Approval for providing loans to Bodies Corporate u/s 185

Resolution required Special Resolution Whether promoter/promoter group are interested in

the agenda/resolution Yes Category Mode of Voting No. of shares held No. of votes polled % of votes polled on outstanding shares No. of votes - in favour No. of votes, against % of votes In favour on votes polled % of votes against ON votes polled 1 2 3 4 5 6 7 (3). [(21/11)1•100 6= ((4)/(2)1•100 7= [(5)/(2)1.100 Promoter and Promoter

Group E-VOTING 590730 0 0 0 0 0 0 Promoter and Promoter

Group PHYSICAL 0 0 0 0 0 0 Promoter and Promoter

Group Postal ballot if any 0 0 0 0 0 0 Total 590730 0 0 0 0 0 0 Public-Institutions E-VOTING 83159 0 0 0 0 0 0 Public-Institutions PHYSICAL 0 0 0 0 0 0 Public-Institutions Postal ballot if any 0 0 0 0 0 0 Total 83159 0 0 0 0 0 0 Public-Non-institutions E-VOTING 413830 5059 1.22 5053 6 99.88 0.12 Public-Non-institutions PHYSICAL 66 0 66 0 100 0 Public-Non-institutions Postal ballot if any 0 0 0 0 0 0 Total 413830 5125 1.24 5119 6 99.88 0.12 Total 1087719 5125 0.47 5119 6 99.88 0.12

Tel: 91-22-43553333,

Web-Site: www.thacker.co.in , E-mail: thacker(athacker.co.in CIN No. : L21098MH1878PLC000033

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-ArNo.e._>,k.A.rz.„___

PARIKH & ASSOCIATES

COMPANY SECRETARIES

Office:

111, 11th Floor, Sai-Dwar CHS Ltd, Sab TV Lane, Opp Laxmi Industrial Estate Off Link Road, Above Shabari Restaurant, Andheri (W), Mumbai : 400 053 Tel. : 26301232 / 26301233 /26301240 Email : [email protected] [email protected] To, The Chairman

Thacker and Company Limited Bhogilal Hargovindas Building, Mezzanine Floor,

18/20 Kaikhushroo Dubash Marg, Fort, Mumbai- 400001

Dear Sir,

Sub: Scrutinizer's Report on remote e-voting conducted pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended by Companies (Management and Administration) Amendment Rules, 2015 and voting through ballot paper at the Annual General Meeting of Thacker And Company Limited held on Thursday, August 16, 2018 at 9:30 a.m. at 60, Jatia Chambers, Dr. V. B. Gandhi Marg, Fort, Mumbai 400 001.

I, Sarvari Shah, of M/s. Parikh & Associates, Practising Company Secretaries, had

been appointed as the Scrutinizer by the Board of Directors of Thacker And Company Limited, pursuant to Section 108 of the Companies Act, 2013 ("the Act") read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, to conduct the remote e-voting process in respect of the below mentioned resolutions proposed at the 140th Annual General Meeting (AGM) of Thacker And Company Limited held on Thursday, August 16, 2018 at 9:30 a.m. I was also appointed as Scrutinizer to scrutinize the voting process at the said AGM held on, August 16, 2018.

The Notice dated May 22, 2018 along with statement setting out material facts under Section 102 of the Act were sent to the Shareholders in respect of the below mentioned resolutions proposed at the AGM of the Company.

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Continuation Sheet

The Company had availed the e-voting facility offered by Central Depository Services (India) Limited (CDSL) for conducting e-voting by the Shareholders of the Company.

The Company had also provided voting through ballot paper to the shareholders present at the AGM and who had not cast their vote earlier through remote e-voting facility.

The shareholders of the company holding shares as on the "cut-off" date of Thursday, August 09, 2018 were entitled to vote on the resolutions as contained in the Notice of the AGM.

The voting period for remote e-voting commenced on Monday, August 13, 2018 at 9.00 a.m. (IST) and ended on Wednesday, August 15, 2018 at 5.00 p.m. (IST) and the CDSL e-voting platform was blocked thereafter.

After the closure of the voting at the AGM, the report on voting done through ballot paper at the meeting was generated in my presence and the same was diligently scrutinized.

The votes cast under remote e-voting facility were thereafter unblocked in the presence of two witnesses who were not in the employment of the Company. I have scrutinized and reviewed the remote e-voting and votes tendered therein based on the data downloaded from the Central Depository Services (India) Limited (CDSL) e-voting system.

The Management of the Company is responsible to ensure compliance with the requirements of the Act and rules relating to remote e-voting and the voting conducted through ballot paper at the meeting on the resolutions contained in the notice of the AGM.

My responsibility as scrutinizer for the remote e-voting and the voting conducted through ballot paper at the meeting is restricted to making a Scrutinizer's Report of the votes cast in favour or against the resolutions.

I now submit my consolidated Report as under on the result of the remote e-voting and voting through ballot paper at the AGM in respect of the said Resolutions.

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Resolution 1: Ordinary Resolution

To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended 3194 March, 2018, including the Audited Balance Sheet as at 319t March, 2018 and the Statement of Profit and Loss and Cash Flow Statement for the year ended on that date and the Reports of the Board of Directors and Auditors thereon.

(i) Voted in favour of the resolution:

Number of members voted Number of valid votes cast by them

% of total number of valid votes cast

13 5,95,849 100.00(Rounded Off) (ii) Voted against the resolution:

3 6 0.00

(iii) Invalid votes:

Number of members whose votes were declared invalid

Number of invalid votes cast by them

1 2

4/- SEC%

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Continuation She6

Resolution 2: Ordinary Resolution

To appoint a Director in place of Ms. Vr'inda Jatia (DIN: 06725427), who retires by rotation and being eligible, offers himself for re-appointment.

(i) Voted in favour of the resolution:

6 5,119 99.88

(ii) Voted against the resolution:

3 6 0.12

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Resolution 3: Ordinary Resolution

To appoint M/s. ADV & Associates, Chartered Accountants (Firm Registration No. 128045W) as Statutory Auditors of the Company and fix their remuneration.

(1) Voted in favour of the resolution:

Number of members voted Number of valid votes cast

by them

13 5,95,849 100.00(Rounded Off)

Number of members voted Number of valid votes cast

by them

3 6 0.00

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Resolution 4: Ordinary Resolution

Consent to the subsisting contracts already entered into / to be entered with Related Parties.

(i) Voted in favour of the resolution:

6 5,119 99.88

3 6 0.12

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Resolution 5: Special Resolution

Appointment of Mr. Raju R. Acihia as Manager of the Company for a period of three (3) years.

(i) Voted in favour of the resolution:

13 5,95,849 100.00(Rounded Off) (ii) Voted against the resolution:

Number of members voted 3

Number of valid votes cast by them

6

% of total ntunber of valid

votes cast

0.00

(iii) Invalid votes:

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Resolution 6: Special Resolution

Approval for Providing Loans to Bodies Corporates. l'l 7

6 5,119 99.88

3 6 012

Number of members whose votes were declared invalid .

Number of invalid votes cast by them 1 2 Thanking you, Yours faithfully,

s30'

Sarvari Shah

Parikh & Associates

Practising Company Secretaries FCS: 9697 CP No.: 11717

111,11th Floor, Sai Dwar CHS Ltd Sab TV Lane, Opp. Laxmi Indl. Estate, Off Link Road, Above Shabari Restaurant, Andheri West, Mumbai - 400053

Place: Mumbai