Tata Motors : Summary of Proceedings and Voting Results of the meeting of the Equity Shareholders of Tata Motors Limited ("the Company") convened by the Hon'ble National Company Law Tribunal, Mumbai Bench ("NCLT") held on March 5, 2021

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TATA
BSE Limited	National Stock Exchange of India Ltd.
First Floor, New Trading Ring	Exchange Plaza, 5th Floor
Rotunda Building, P J Towers	Plot No.Cl 1, G Block
Dalal Street, Fort	Bandra-Kurla Complex
Mumbai 400 001	Sandra (East) , Mumbai 400 051
Kind Attn.: Mr Khushro A. Bulsara	Kind Attn: Mr Lokesh Bhandari
General Manager & Head - Listing	Senior Manager
Compliance & Legal Regulatory	Listing & Compliance
March 5, 2021
Sc-16282
Dear Sirs,

Re: Summary of Proceedings and Voting Results of the meeting of the Equity Shareholders of Tata Motors Limited ("the Company") convened by the Hon'ble National Company Law Tribunal, Mumbai Bench ("NCLT"} held on March 5, 2021

Pursuant to the order dated January 4, 2021 and corrigendum dated January 13, 2021 to the sa id order ('Order') passed by the Hon'ble National Company Law Tribunal, Mumbai Bench ('Hon'ble Tribunal' or 'NCLT') , and in compliance with applicable provisions of the Companies Act, 20 13 ("the Act") and the Securities and Exchange Board of Ind ia (Listing Obligations and Disclosure Requirements) Regulations , 2015 ('SEBI Listing Regulations'), the meeting of the Equity Shareholders of the Company ("Meeting") was held on Friday, March 5, 2021 at 3.30 p.m. 1ST through two-way video conferencing ("VC")/ other audio visual means ("OAVM") to transact the business contained in the Notice dated January 22 , 2021 ("Notice"}, for approval of Scheme of arrangement between the Company and TML Business Service Analytics Limited and their respective shareholders ("Scheme"). We would like to inform that the business contained in the Notice was transacted and passed by the shareholders with requisite majority.

In th is regard , please find enclosed the following:

i.	Summary of the proceedings of the meeting of the Company, as required under Regulation 30 and Part A
of Schedule Ill of the SEBI Listing Regulations - Annexure A
ii.	Consolidated voting results of the posta l ballot, remote e-voting (prior to and during the meeting), in
relation to the business transacted at the meeting, as required under Regu lation 44(3) of the SEBI Listing
Regulations - Annexure 8 .
iii.	The Scrutinizer's Report dated March 5, 2021, pursuant to Section 108 of the Companies Act, 2013 read
with Rule 20 of the Companies (Management and Admin istration) Rules , 2014 - Annexure C.

The meeting concluded at 4:55 p.m. (1ST).

The voting results alongwith the Scrutinizer's Report is available on the Company's website atwww.tatamotors.comand the National Securities Depository Limited at www .evoting.nsdl.com.

You are requested to kindly take the same on record.

Yours faithfully,

Tata Motors Limited

j _, (

Vispi~ I

Deputy Company Secretary

TATA MOTORS LIMITED

Tel [phone]www.tatamotors.com CIN L28920MH l 945PLC004520

TATA

Annexure ASummary of proceedings of the meeting of the Equity Shareholders of Tata Motors limited ("the Transferor Company"/"the Company") convened by the Hon'ble National Company Law Tribunal, Mumbai Bench on March 5, 2021

The meeting of the Equity Shareholders of the Company convened by the Hon 'ble National Company Law Tribunal , Mumbai Bench ("NCLT") was held on Friday, March 5, 2021 at 3.30 p.m. 1ST through two- way video conferencing ('VC ')/ other audio visua l means ("OAVM"). The Company wh ile conducting the meeting adhered to the order dated January 4, 2021 and corrigendum dated January 13, 2021 to the said order ('Order') , the Ministry of Corporate Affairs ("MCA") Circu lars, Securities and Exchange Board of India ("SEBI") Circulars, and other social distancing norms in view of the outbreak of COVID -19 pandemic.

Mr Vispi S Patel, Deputy Company Secretary, welcomed the members to the meeting and briefed them on certain points relating to the participation at the meeting through VC.

Mr N Chandrasekaran , Chairman appointed to conduct the meeting by NCLT chaired the meeting. He informed that the meeting was convened pursuant to the Order of NCLT in the matter of the Scheme of Arrangement between the Company and TML Business Analytics Services Limited ("the Transferee Company") and their respective shareholders ("Scheme") . The requisite quorum being present, the Chairman called the meeting to order. He informed the members that the proceedings of the meeting was video recorded and live streaming was webcast on National Securities Depository Limited ("NSDL") website.

The Chairman informed that all the Directors of the Company except Ms Hanne Sorensen and Mr Thierry Bollore attended the meeting. He welcomed all the Directors and requested them to introduce themselves to the members. He informed that respective chairperson of the Aud it Committee, the Nomination and Remuneration Comm ittee and the Stakeholders ' Relationship Committee were also present at the meeting. He then introduced the Chief Financial Officer and Deputy Company Secretary present with him at the common venue. The Company's Statutory Auditors and Secretarial Auditors were also present at the meeting through VC.

The Registers as required under the Companies Act, 2013 {"Act") and other relevant documents mentioned in the Notice were available for inspection in electronic mode. Since there was no physical attendance of members and in compliance with the circulars issued by the MCA and SEBI , the requirement of appointing proxies was not applicable, except for the authorized representatives of corporate shareholders .

The Notice of the meeting, the Explanatory Statement under Sections 230(3), 232(2) and 102 of the Act read with rules framed thereunder, Postal Ballot Form and the Scheme were dispatched to all the members. In addition , advertisements containing Notice of the meeting were duly published in newspapers , in accordance with the directions of the NCLT. With the consent of the members , the Notice convening the meeting was taken as read.

At the request of the Chairman, Mr P B Balaji, Group Chief Financia l Officer provided a brief summary of the Scheme, including salient features and rationale of the Scheme.

The following resolution set out in the Notice convening the meeting was put up to the members for

VOr lnQ:

Item No.	Details of the Agenda	Resolution required
1.	For approval of the Scheme of Arrangement between Tata Motors Limited ("Transferor Company") and TML Business Analytics Services Lim ited ("Transferee Company") and their respective shareholders.	Special

*majority of persons representing three fourth in value as per Section 230(6) of the Companies Act, 2013.

TITI MOTORS LIMITED

Tel [phone]www.tatamotors.com CIN L28920MH1945PLC004520

G

TATA

The Deputy Company Secretary informed the members that as required under the Act read with the Companies (Compromises, Arrangements and Amalgamations) Rules , 2016 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations , 2015 , the Company had provided its members the facility to cast their votes through postal ballot and through remote e-voting administered by National Securities Depository Limited . The Chairman also informed that the facility of remote e-voting was available at the venue of the meeting for the members who had earlier not exercised their vote through postal ballot or remote e-voting .

The Deputy Company Secretary informed that Mr P N Parikh (Membership No. FCS 327) of Mis Parikh & Associates, Practicing Company Secretaries was the Scrutinizer appointed by the NCLT to scrutinize the votes cast at the meeting , as also the votes cast by way of postal ballot and remote e-voting (prior to and during the meeting), in an independent and fair manner.

The Chairman requested the members , who were present at the meeting but had not cast their votes through postal ballot or remote e-voting , to cast their vote at the meeting.

The Chairman then invited the members to express their views , ask questions and seek clarifications on the Scheme. After the members spoke, the Chairman responded to their queries.

The Chairman thanked the members for attending and participating in the meeting and requested the members to continue voting for next 15 minutes. The Chairman authorized Mr Vispi S Patel, Deputy Company Secretary to carry out the voting process and declare the voting results of the consolidated voting. The Cha irman thanked the members for their continuing support and for attending and participating in the meeting . After 15 minutes, Mr Patel informed the members that the consolidated voting results alongwith the scrutinizers report would be disseminated through the stock exchanges, placed on the websites of the Company viz. www .tatamotors .com and the National Securities Depository Limited viz. www .evoting .nsdl.com within 48 hours from the conclusion of the meeting.

The meeting concluded at 4:55 p.m.

The Scrutinizer's Report was received after the conclusion of the meeting on March 5, 2021 and as set out therein the said resolution was declared passed with the requisite majority.

Yours faithfully,

Tata Motors Limited

Vispi S Patel

Deputy Company Secretary

Annexure BTata Motors LimitedDate of the NCLT Convened MeetingTotal number of shareholders on cut-off date (January 22, 2021)

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

Promoters and Promoter Group:

Public:

No. of shareholders attended the Meeting through Video Conferencing:

Promoters and Promoter Group: Public: