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NHIT — earnings call

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Prepared remarks

NATIONAL HIGHWAYS INFRA

TRUST (NHAI INVIT)

NATIONAL HIGHWAYS INFRA TRUST

Gunjan Singh: - So good morning all, We'll start with the third extraordinary meeting

of National Highways Infra Trust.

Pradeep Singh Kharola the Director

Sharma who's also the independent Director present here through VC.

Azam Ansari who is the representative of the auditor of the Trust M/s A.R.

and Company, on behalf of IDBI Trusteeship Mr.

Mahendra has joined and Mr.

has joined on behalf of the scrutinizer.

So in accordance with the Sebi InvIT Regulation,

we have issued notices of the third extraordinary meeting which is being held through

video conferencing and we had provided facility to all the unit holders to exercise their

votes through remote E voting facility.

The cutoff date for determining voting rights for 25th

So now we can start with the proceedings of the meeting and I request if Mr.

Pradeep Singh Karola be appointed as Chairman for this meeting.

Pradeep Singh Karola: - Ok,

Gunjan Singh: - We have appointed MMJB and associates LLP as the Scrutinizer

for this for the E voting.

Now we can with the consent of unit holders we are taking.

Kritika Gupta: - Yeah, I'm Kritika Gupta.

I'm representing Ontario Pension Plan

subsidiary (Ontario Limited).

Pradeep Singh Karola: - Thank you, Madam.

Gunjan Singh: - Thanks, Kritika.

So Kritika, I'll just brief you to very welcome you first

to the third extraordinary meeting.

So we have two directors present here and we have

Pradeep Singh Karola as the Chairman for this meeting and as we are aware

we have we are conducting this meeting this EGM through video conferencing and we

have given the option to the unit holders to cast their vote to remote remote E voting.

cut off date for determining the voting rights for 25th January and we also the E voting

period remained open from 9:00 AM on 30th January till 5:00 PM on 1st February.

have appointed MMJB and associates, the practicing company secretaries as a scrutinizer

for the meeting and a representative on behalf of MMJB is there in this meeting.

have the auditors representative and the trustees IDBI trustees representative here

present at this meeting through VC.

So now I call this meeting to order and we have the

required number of unit holders also present here and I take the notice of extraordinary

meeting as read.

I just briefly read out the resolutions that were sent to the unit holders for

approval to remote evoting.

So basically there are three resolutions to be passed by

ordinary voting.

One was to consider, review and improve the policy of qualification and

criteria for appointment of the unit holder nominee directors on the board of IM Company

that is National Highways Infra Investment Managers Private Limited.

resolutions are amendment in the articles of association of IM Company and Amendment

and Investment Manager Management Agreement and Trust Deed.

So I'll just briefly

inform everyone here that basically the SEBI had notified the second amendment to the

InvIT regulations on 18th August wherein they provided the voting rights to unit holders

holding not less than 10% of unit through individually or collectively nominate the directors

on the board of the IM Company and further to that they had notified one nomination

circular wherein they had provided the framework to exercise the board nomination rights.

Under this nomination circular and the amendment to the SEBI InvIT regulations, the IM

company is required to formulate and adopt a policy for nomination of unit holder

nominated for the qualification and criteria for appointment and evaluation parameters of

unit holders nominee director.

So we have placed this policy in this for this meeting for the

approval of the unit holder and the articles also the articles of the IM company initially we

TRUST (NHAI INVIT)

had made the provision for appointment of the unit holders director in our articles as there

were no separate SEBI provisions and now the SEBI has already notified last year the

provisions for the said nomination.

So therefore we have also asked for the voting of the

unit holders to alter the articles of the IM company.

Further to that SEBI regulations also

provided for the necessary amendment in the investment management agreement and

the trust deed to the extent of providing the necessary rights related to the this nomination

by the unit holders for the their nominee director.

So these are the three resolutions we

had proposed to be passed in this EGM and if the unit holders have any query relating to

the resolutions or any require any clarification in this regard.

So we have the directors

present here and the senior management also present here along with the auditors.

you may if you have any query you may please ask and along with that just want to add

that though the unit holders who are not yet voted through remote E voting, the voting

lines are open from the start of this meeting that it's 11:00 AM till 12 noon today.

Pradeep Singh Karola: - So that's it now.

So we'll take it as approved, no other

questions are there, we will take it as approved.

So if there are no other questions from

anyone, maybe we can take it as approved and move on.

Gunjan Singh: - Yeah, and the voting lines are already open.

Speaker: - there is no query so we can take their consent and go ahead.

Gunjan Singh: - Yes, sure.

Speaker: - Thank you.

Gunjan Singh: - So thank you all.

Pradeep Singh Karola: - The voting lines will be open till 12 noon.

can please continue.

Speaker: - Thank you.

Speaker: - Thank you.

Speaker: - Thank you.

Speaker: - Is that over?

Pradeep Singh Karola: - Yes, yes.

Gunjan Singh: - Sir, thank you, Sir.

Thank you so much.

Pradeep Singh Karola: - Sir, thank you, Sir, thank.

Speaker: - You so much all the best.

Speaker: - Do we log out?

Pradeep Singh Karola: - Yes sir.