PATEL ENGINEERING of EGM 2020_BSENSE.pdf · D. After closure of the voting at the EGM, the report...
Transcript of PATEL ENGINEERING of EGM 2020_BSENSE.pdf · D. After closure of the voting at the EGM, the report...
March 20, 2020
To,
PATEL ENGINEERING LTD.
CIN: L99999MH1949PLC007039
Bombay Stock Exchange Ltd. Phiroze Jeejeebhoy Towers, Dalal Street,
The National Stock Exchange of India Ltd. Exchange Plaza, Bandra Kurla Complex
Mumbai- 400 00 1 Mumbai - 400 05 l
Scrip Code No. 531120 Company Code No. PATELENG/EQ
Dear Sir(s),
Sub - Outcome and disclosure of voting results of the Extra Ordinary General Meeting of the Company held on March 20, 2020
Pursuant to regulation 30 and regulation 44(3) of SEBI (LODR) Regulations, 2015, we hereby intimate the following details with regard to the voting results for the resolutions passed by the members at the Extra Ordinary General Meeting (EGM)
Date of EGM March 20, 2020 Total Number of shareholders on record date 56,371 No. of Shareholders present in the meeting either in person or through proxy:
Promoters and Promoter Group: 3 Public: 38
No. of Shareholders attended the meeting through Video Conferencing
Promoters and Promoter Group: NA Public: NA
All the resolutions stands passed under remote evoting and voting at the EGM through polling paper with the requisite majority. Agenda wise details of voting results as approved by shareholders through remote Evoting and poll in the meeting are attached along with this letter as Annexure I
We are also enclosing the report of the scrutinizer on remote Evoting and will also be updated on website of the Company.
You are requested to take the same on record.
Thanking you.
For Patel Engineering Ltd.
~~ Shobha Shetty Company Secretary Membership No. F10047
Encl: as above
REGO. OFFICE : Patel Estate Road , Jogeshwari (W), Mumbai - 400 102. India
Phone +91 22 26767500, 26782916 • Fax +91 22 26782455, 26781505
E-mail [email protected] www.pateleng.com
Resolution Item No. 1 - Special Resolution:
Re-appointment of Ms. Geetha Sitaraman (DIN: 07138206) as an Independent Director for second term.
% of Votes % of Votes in
Polled on Mode of
No.of No.of outstanding No. of Votes - No. of Votes
favour on % of Votes against Category
Voting shares held votes
shares in favour (4) - against (5) votes polled on votes polled
(1) polled (2) (3)=[(2)/(1)]*
(6)=((4)/(2)]*10 (7)=[(5)/(2)]*100
100 0
Promoter Remote E-23,19,43,639 100.00 23,19,43,639 0 100.00 0.00
and Voting 23,19,43,639
Promoter Poll 0 0.00 0 0 0.00 0.00 Group 11Total · 23,19,48,639 100.00 ··
.. 23,19,43,639 o·· 100.00 0.00
.
Remote E-22,66,764 2.95 22,66,764 0 100.00 0.00
Public- Voting 7,69,05,294
Institutions Poll 0 0.00 0 0 0.00 0.00
1,,Jotal 22,66,764"" 2.95 '( 22,66,764_ ~
0 100.00 0.00
Remote E-44,27,916 5.62 44,27,892 24 100.00 0.00
Public- Non Voting 7,87,29,359
Institutions Poll 73,004 0.09 73,004 0 100.00 0.00
TotaJ ,, "
45,00,920 5.72 '
'II - 45;00;896 ,, 24 ,U 100.00 0.00 .. -, 'J;otal ' •· 3t,,n,,,n~~:.t. 23,87,11J"2$ ,·: . §1.~,- _ 23,,87~11,299,. 24 lOQ.00 0.00 ·• .. '"
\":: 7"..C II L+ LJ<,,.-,---v • /;' •
,_
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Resolution Item No. 2 - Special Resolution:
Alteration to Capital Clause of the Memorandum of Association.
% of Votes % of Votes in No. of No.of
Polled on favour on % of Votes against Mode of outstanding No. of Votes - No. of Votes
Category Voting
shares held votes shares in favour (4) - against (5)
votes polled on votes polled (1) polled (2)
(3)=1(2)/ (1))* (6)=[(4)/(2)]*10 (7)=[(5)/(2)1*100
100 0
Promoter RemoteE-23,19,43,639 100.00 23,19,43,639 0 100.00 0.00
and Voting 23,19,43,639
Promoter Poll 0 0.00 0 0 0.00 0.00 Group Total Iii'.,, 23,19,43,639 100.00 2~,19,43,639 ~·
.· )( 0 ." 100.00 0.00 ,.. .,
Remote E-22,66,764 2.95 22,66,764 0 100.00 0.00
Public- Voting 7,69,05,294
Institutions . Poll 0 0.00 0 0 0.00 0.00
1~'rotal 22,66,?.:64 .. ·' 2.95 _ 22,66,764 "' ,. 0 '"' ~ 100.00 ' 0.00 ,,
RemoteE-44,27,916 5.62 44,27,890 26 100.00 0.00
Public- Non Voting 7,87,29,359
Institutions Poll 73,004 0.09 73,004 0 100.00 0.00
T~tal ,,_ ,, 45,00,920 " 5;72 ~
45,00,894 ..
. 26 :, 100.00 ",,, 0.00 .. "" .... Total
· .. ,, ··2s)J1,11,323 .. 61.59 . ''23,87J1,29'7 if 26 100.00 0.00 '3H,7!:,,'l1.,,:J.'!"4 Ir.
i, ~
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Resolution Item No. 3 - Special Resolution:
Preferential issue of Optionally Convertible Preference Shares ("OCPS") .
%of Votes 0/«) of Votes in
Polled on Mode of
No. of No. of outstanding No. of Votes - No. of Votes
favour on % of Votes against Category
Voting shares held votes
shares in favour (4) - against (5) votes polled on votes polled
(1) polled (2) (3)=[(2)/(1)]*
(6);:;;[(4)/(2)]*10 (7)=[(5)/(2)]*100
100 0
Promoter Remote E-18,67,11,924 80.50 18,67,11,924 0 100.00 0.00
and Voting 23,19,43,639
Promoter Poll 0 0.00 0 0 0.00 0.00 Group -Total
, .. -, r _,-,. -. --,I .. ,, so.sr,f\ •"'_"·• · ,.,, 18,67,11:924'" ~ - OJ, 100.00 ' 0.00 ' • ]'.c.· 18,67,11,924 ~-
Remote E-22,66,764 2.95 22,66,764 0 100.00 0.00
Public- Voting 7,69,05,294
Institutions Poll 0 0.00 0 0 0.00 0.00
Total ~ fr C ,];
,,,- 2.95 ""·~t( - ;. 22 66 764 . cllb ,; ' l) ·- 100.00 0.00 !'22,66,7~ · ... ... 1 f , 1 -"· -~
Remote E-44,27,914 5.62 44,27,890 24 100.00 0.00
Public- Non Voting 7,87,29,359
Institutions Poll 73,004 0.09 73,004 0 100.00 0.00 trf;otal
"' "" . ~s,00;91s .: 5.72 " ;J,i,4t oo,.s94 ., 24 , .. lij - 100.00 -0.00 .. -
,_. • /!t?~ ,r ·-. ~ttiiar~- ?e:· ··- '3tJ,1f>j_t.?,-'~·· if§,M;r-9~; -,·,. '"49 92 ,-,· "
<N. 19.M:79;!;82 ,-,, "·• 24 100.00 0.()() " '" --_·: .,; . • JI'• -
-· .
/41/ - \z
- " . ' ' Y, * ·0 ·--.__.---
3
To
MAKARAND M. JOSHI & CO. Company Secretaries
Ecstasy, 803/804, 8th Floor, City of Joy, J.S.D Road, Mulund (West), Mumbai-400080, (Tl 022-21678100
Consolidated Report of Scrutinizer on Remote e-voting and voting at the Extra Ordinary General Meeting
Rupen Patel Managing Director & Chairman of Extra Ordinary General Meeting (EGM) of the shareholders of Patel Engineering Limited (having its Registered Office at Patel Estate Road, Jogeshwari (West), Mumbai - 400 102), held on Friday, 20"' March, 2020 at Shree Saurashtra Patel Samaj, Patel Estate Road, Jogeshwari (West), Mumbai - 400 102.
Re: Scrutinizer's Report on voting through Remote E-voting and voting at the EGM venue in terms of provisions of the Companies Act, 2013 read with the Rules issued there under and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
A. I, Makarand M, Joshi, Partner of M/s, Makarand M, Joshi & Co,, Practicing Company Secretaries, appointed as Scrutinizer in the meeting of Board of Directors of the Company held on February 10, 2020 to conduct the following:
(i) Remote e-voting process done by the shareholders of the Company pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014; and
(ii) Voting at the EGM (Poll) under the provisions of Section 109 of the Companies Act, 2013 read with Rule 21 of the Companies (Management and Administration) Rules, 2014 at the EGM held on Friday, 20th March, 2020.
B, The Company had availed the remote e-voting facility provided by Central Depository Services (India) Limited (CDSL) for conducting the remote e-voting by the shareholders of the Company, The remote e-voting commenced on Tuesday, 17"' March, 2020 at 9.00 a,m. and ended on Thursday, 19th March, 2020 at 5,00 p,m, and the CDSL remote e-voting platform was unblocked thereafter,
C. On the basis of the votes exercised by the shareholders of the Ccmpany through remote e-voting and voting at the EGM. I have issued separate Scrutinizer's Report dated 20th March, 2020.
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D. After closure of the voting at the EGM, the report on voting done at the EGM was generated in my presence and diligently scrutinized.
E. The votes cast under the remote e-voting facility were thereafter unblocked in the presence of two witnesses who were not in employment of the Company and after the conclusion of the voting at the EGM the votes cast there under were counted.
F. The report on poll done at the EGM was generated in presence of Mr. Omkar Dindorkar and Ms. Krati Pandya.
Date of EGM 20th March, 2020
Total number of shareholders on record 56,371 date (i.e. as on 13th March, 2020)
No. of shareholders present in the meeting either in person or through proxy:
Promoter and Promoter group 3
Public 38
No. of shareholders attended the meeting through Video Conferencing:
Promoter and Promoter group NA
Public NA
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Resolution Item No.1- Special Resolution:
Re-appointment of Ms. Geetha Sitaraman (DIN: 07138206) as an Independent Director for second term,
Category
Promoter and
Promoter Group
PublicInstitutions
Mode of Voting
Remote EVotin Poll
No. of shares held (1)
23,19,43,639
% of Votes Polled on
No. of outstanding
votes shares
polled (2) (3)=[(2)/(1)]' 100
23,19,43,639 100.00
0 0,00
22,66,764 2.95
0 0.00
3
% of Votes in
No. of Votes- No. of Votes favour on
in favour (4) - against (5) votes polled (6)=[(4)/(2)]'10 0
23,19,43,639 0 100.00
0 0 0.00
22,66,764 0 100.00
0 0 0.00
% of Votes against on votes polled (7)=[(5)/(2)]'100
0.00
0.00
0,00
0.00
Resolution Item No. 2- Special Resolution:
Alteration to Capital Clause of the Memorandum of Association.
Category Mode of Voting
Promoter Remote E-
No. of shares held (1)
No.of votes polled (2)
23,19,43,639 and Votin
Promoter Poll 23,19,43,639 0
% of Votes Polled on outstanding shares (3)=[(2)/(1)]' 100
100.00
0.00
% of Votes in favour on % of Votes against
No. of Votes- No. of Votes votes polled on votes polled
in favour (4) - against (5) (6)=[(4)/(2)]'10 (7)=[(5)/(2)]'100 0
23,19,43,639 0 100.00 0.00
0 0 0.00 0.00
L_::G::r::o::u.".p _ __J§l§E!s"o!liiiEillat!s~§~ie!~ll;;;,-i,~,i!--§"L ____ i;,~~.,:.:_,lj,_~;:e,Jicl'·~,,,;.i!,_filf,a,:.,,,:.:=_-:-.J!Ql[~~ti~®~~~~~~~;g§~g;rnQ~~~~~ Remote E-
Public-22,66,764 2.95 22,66,764 0 100.00 0,00
0.00 0 0 0.00
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Resolution Item No. 3 -Special Resolution:
Preferential issue of Optionally Convertible Preference Shares ("OCPS"),
Category
Promoter and
Promoter Group
Public-Instihttions
Public- Non
Mode of Voting
Remote E-
Remote E-Votin Poll
i!@,!l~~.l'li·=_ .
No. of No. of shares held votes (1) polled (2)
18,67,11,924
23,19,43,639 0
22,66,764
7,69,05,294 0
44,27,914
% of Votes Polled on outstanding No. of Votes-shares in favour (4) (3)=[(2)/(1)]" 100
80.50 18,67,11,924
0.00 0
2.95 22,66,764
0.00 0
5.62 44,27,890
5
0/4) of Votes in favour on % of Votes against
No. of Votes - against (5)
votes polled on votes polled (6)=[(4)/(2)]"10 (7)=[(5)/(2)]"100 0
0 100.00 0.00
0.00 0.00
100.00 0.00
0.00 0.00
G. As requested by the management, I am submitting herewith a consolidated report on the results of remote e~voting together with the results of the Voting at the EGM venue.
It is to be noted that: 1. Voting rights on the shares transferred to the 'Investor Education and Protection Fund' are frozen. 2. TI1e votes cast does not include invalid votes and abstained voting in particular resolutions, 3. All the aforesaid resolutions were passed with requisite majority.
Thanking you,
ForMakarand M. Joshi & C'n., Practicing Company Secretaries
MAKARAND OO'ltcl1':'S1':.'f'""' MADHUSUQ."TTT~'"''"·"""'" AN JOSHI =_::"'""""'""'
Maka.rand M. Joshi Partner CPNo. 3662 Place: Mumbai Date: 2QLh March, 2020
For Patel Engineering Limited
___ ./ Rupen Pat
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Mana.gin Director & Chairman DIN: 00071077 Place: Mumbai Date: 20th March, 2020