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ANGEL ONE LIMITED — Board/Management Information 2021
Sep 8, 2021
62103_rns_2021-09-08_c6ac1dd2-eafd-4af2-837c-a79d21cf4731.pdf
Board/Management Information
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Listing Department National Stock Exchange of India Limited Exchange Plaza, C-1, G Block, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051.
Department of Corporate Service BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001.
Symbol: ANGELBRKG Scrip Code: 543235
Dear Sirs/Ma'am,
Subject: Intimation pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
This is to inform that the shareholders of the Company have approved the following Resolutions through Postal Ballot held on September 08, 2021:
- Approved the change of name of the Company and alteration of Memorandum of Association and Articles of Association.
The Name Clause of Memorandum of Association and Articles of Association has been altered pursuant to the approval of the shareholders for change of name.
Attached altered pages of Memorandum of Association and Articles of Association (Annexure A)
-
- Approved amendment to the Angel Broking Employee Long Term Incentive Plan 2021 ("LTI Plan 2021") for the employees of the Company and its subsidiaries.
-
- Appointment of Mr. Krishna Iyer (DIN: 01954913) as a Non-Executive Director of the Company (Annexure B)
-
- Appointment of Mr. Muralidharan Ramachandran (DIN: 08330682) as a Non-Executive Independent Director of the Company (Annexure B).
This is for your information and records. Kindly acknowledge the receipt.
Thanking you,
For Angel Broking Limited
PATEL NAHEED REHAN Digitally signed by PATEL NAHEED REHAN DN: c=IN, o=Personal, postalCode=400059, st=Maharashtra, serialNumber=333b54bd95a7b4b7206636 4d67a6162749f8eacabfc4132538e641ebee 970e18, cn=PATEL NAHEED REHAN Date: 2021.09.08 20:55:01 +05'30'
Naheed Patel Company Secretary and Compliance Officer Membership no. A22506
Date: September 08, 2021 Place: Mumbai
Encl.: As above

CSO & Corporate Office: 6th Floor, Ackruti Star, Central Road, MIDC, Andheri (E) Mumbai-400 093. T:(022)4000 3600 F:(022)3935 7699
Regd Office:
G-1, Ackruti Trade Centre, MIDC, Road No-7, Andheri (E), Mumbai - 400 093. T: (022) 6807 0100 F: (022) 6807 0107 E: [email protected] www.angelone.in
Angel Broking Limited
CIN: L67120MH1996PLC101709 SEBI Registration No Stock Broker: INZ000161534, CDSL: IN-DP-384-2018, PMS: INP000001546, Research Analyst: INH000000164, Investment Advisor: INA000008172, AMFI Regn. No. ARN–77404, PFRDA, Regn. No.-19092018.

Annexure A
THE COMPANIES ACT, 2013
COMPANY LIMITED BY SHARES
MEMORANDUM OF ASSOCIATION
OF
ANGEL ONE LIMITED* (Incorporated under the Companies Act, 1956)
The name of the Company was changed from Angel Broking Private Limited to Angel Broking Limited pursuant to the special resolution passed by the shareholders at the Extra-Ordinary General Meeting held on 22nd June, 2018.
*The name of the Company was changed from Angel Broking Limited to Angel One Limited pursuant to the special resolution passed by the shareholders through postal ballot on 8th September, 2021.
I. The name of the Company is ANGEL ONE LIMITED*
II. The Registered Office of the Company will be situated in the state of MAHARASHTRA
III. The objects for which the Company is established are:
(A) MAIN OBJECTS OF THE COMPANY TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION:
So long as the Company is engaged in stock broking as a member of any recognized Stock Exchange in India, it will engage itself in only such business as a member of a recognized Stock Exchange is permitted to engage in under the Securities and Contracts (Regulation) Rules, 1957, and the Rules, Bye-laws and Regulations of the Stock exchange. Subject to the foregoing the objects for which the Company is established are:
- To carry on the business of shares and stock brokers and dealers, sub-brokers, underwriters and sub-underwriters, agents and brokers for subscribing to and for the sale and purchase of securities, stocks, shares, debentures, debentures-stocks, bonds, units of Certificates of Mutual Funds, Savings, Certificates, Commercial Paper, Certificate of deposit, debt instrument, distribution of home loans, deposits, money market instruments, participation certificates in respect of any loans, deposits or securities global or any other deposit receipts and any other instrument of paper evidencing any right to any security debt or property of any nature whatsoever and whether transferable or not and treasury bills, Government Securities or other financial instruments of obligations of anybody corporate, authority whether Central, State or Local undertaking whether public or private and provisional documents relating thereto and to deal with or
speculate in share and securities and to do option and further trading and all types of financing like arbitrage, share financing including margin funding.
-
- To undertake and provide advisory, consultancy and procedural services for portfolio management and maintenance to act as investment analysts, investment advisors and investment bankers to manage funds of any individuals or Company in various avenues like growth funds, income funds risk funds, tax exempt funds, pension and superannuation.
-
- To act a depository participant and undertake all the activities, functions and obligations of the depository participant and such other activities which are incidental or ancillary thereto in India and abroad.
Annexure A
THE COMPANIES ACT, 2013
COMPANY LIMITED BY SHARES
ARTICLES OF
ASSOCIATION OF
ANGEL ONE LIMITED* (Incorporated under the Companies Act, 1956)
The name of the Company was changed from Angel Broking Private Limited to Angel Broking Limited pursuant to the special resolution passed by the shareholders at the Extra-Ordinary General Meeting held on 22nd June, 2018.
The following regulations comprised in these Articles of Association were adopted pursuant to members' resolution passed at the Extra-ordinary general meeting of the Company held on 22nd June, 2018 in substitution for the earlier regulations in the Articles of Association of the Company.
TABLE 'F' EXCLUDED
The regulations contained in the Table marked 'F' in Schedule I to the Companies Act, 2013 shall not apply to the Company, except in so far as the same are repeated, contained or expressly made applicable in these Articles or by the said Act.
The Regulations for the management of the Company and for the observance of the Members thereof shall be such as are contained in these Articles subject however to the exercise of the statutory powers of the Company in respect of repeal, additions, alterations, substitution, modifications and variations thereto by Special Resolution as prescribed by the Companies Act, 1956 or the Companies Act, 2013, as may be applicable for the time being in force.
Notwithstanding anything contained in these Articles of Association, the provisions of Part B i.e. Articles 134 to 140 (both inclusive) hereof shall apply and prevail over the provisions of Part A i.e. Articles 1 to 132 (both inclusive) of these Articles to the extent to which the provisions of Part A are inconsistent with or contrary to the provisions of Part B until the commencement of listing and trading of equity shares of the Company on a recognized stock exchange in India. In case of any inconsistency between Part B and the Act, the provisions of the Act shall prevail. On the commencement of listing and trading of equity shares of the Company on a recognized stock exchange in India, the provisions of Part B shall terminate, stand deleted and cease to have any force and effect.
PART- A
Interpretation
-
- (1) In these regulations—
- (a) "the Company" or "this Company" means Angel One Limited.*
- (b) "the Act" means the Companies Act, 2013, to the extent notified or made applicable including any amendment thereto from time to time or any reenactment thereof for the time being in force. Reference to any "section" or "sub-section" shall, unless otherwise stated, mean the sections or subsections of the Act, as the case maybe.
- (c) ""the Articles"" means the Articles of Association or re-enactment thereof for the time being in force.
- (d) "Board" or "Board of Directors" means a meeting of Directors duly called and constituted, or as the case may be, the Directors assembled as a Board, or the requisite number of Directors entitled to pass a circular resolution in accordance with these Articles, or the Directors of the Company collectively.
- (e) "Capital" means the Share capital for the time being raised or authorised to be raised, for the purpose of the Company.
*Altered vide Special resolution passed through the Postal Ballot on 08th September, 2021
Annexure B
In compliance with Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015
Details of Mr. Krishna Iyer and Mr. Muralidharan Ramchandran as required pursuant to SEBI Circular CIR/CFD/CMD/4/2015 dated September 9, 2015.
| NameofDirector/KMP | Mr. Krishna Iyer (DIN:01954913) | Mr. Muralidharan Ramchandran(DIN: 08330682) |
|---|---|---|
| Reasonforchangeviz. | ChangeinDesignationofMr. | ChangeinDesignationofMr. |
| appointment, | Krishna Iyer from Additional Non | Muralidharan Ramchandran from |
| resignation,removal, | ExecutiveDirectortoNon | Additional Independent Director |
| deathorotherwise | ExecutiveDirectorofthe | to Independent Director of the |
| Company. | Company. | |
| (RegularisationofMr.Krishna | (RegularisationofMr. | |
| Iyer) | Muralidharan Ramchandran) | |
| Dateof | July 15, 2021 | August 06, 2021 |
| Appointment/Cessation | ||
| (asapplicable) | ||
| Termsofappointment | AppointedasaNon-Executive | AppointedasaNon-Executive |
| Director w.e.f. July 15, 2021, not | IndependentDirectorforthe | |
| liable to retire by rotation. | period of 5 years w.e.f. August 06, | |
| 2021 to August 05, 2026, not | ||
| liable for retirement by rotation. | ||
| BriefProfile | KrishnaIyerisfusioneerof | Muralidharan Ramachandran has |
| technology,humanitiesand | more than 32 years of information | |
| business. He has held executive | technologyindustryexperience | |
| positions including that of a CEO | havingbeenassociatedwith | |
| atsoftwarecompaniesandis | organizationssuchasTata | |
| currently an angel investor, non | ConsultancyServices,Satyam | |
| executive director and leadership | ComputerServicesLimited, | |
| coach to several organisations. He | Epicenter Technologies Pvt. Ltd, | |
| iseducatedasachartered | Transworks Information Services | |
| accountantandholds | Limited (which was part of the | |
| internationalcertificationsin | Aditya Birla Group) and Syntel | |
| technology and communication. | which is now part of the French | |
| multinational IT company, Atos. | ||
| Krishna's IT career of 22 plus | ||
| years with organizations such as | He has been working in various | |
| ScalaandKanbay(nowCap | senior technology and business | |
| Gemini) provided him living and | leadership roles over the last 20 | |
| workingexperienceinEurope, | years in the areas of information | |
| Asia, North and South America. A | technologyandinformation | |
| significant part of his IT career | security in the capacity of Head of | |
| was spent as a co-founder and | Quality Assurance, CIO, CTO and | |
| CEO at Zentest Software Pvt Ltd | CISO, Managing Director/CEO of |
| (GoLiveFaster.com), a predictive | Atos India Local Business before | |
|---|---|---|
| analyticsandQAFirmthatprimarily works with U.S. banks. | taking over the current role ofdrivingBusinessgrowthof | |
| infrastructure,securityservices | ||
| Krishna has facilitated visioning | and industrialized automation for | |
| and strategy sessions for the top | Syntel's global customers. | |
| leadership team of organizations | ||
| such as Atlas Copco, Bharat Forge, | In his last role as the CEO for Atos | |
| Angel Broking and Mindgate. He | India Pvt Ltd, he was responsible | |
| hasspokenatseveralglobal | for the overall strategy for the | |
| conferences and has addressed a | growthofthebusinessand | |
| variedaudienceincluding | accountable for the P&L of the | |
| executivesattopIndian | local business. As a Board member | |
| companies, engineers at MicrosoftSeattle,studentsatIITDelhi, | ofthecompany,hewasalsoresponsibleforensuring | |
| Bankers in the United States and | compliance and governance | |
| corporateteamsfromAsia, | ||
| Australia, Europe and America. | ||
| Disclosureof | Mr. Krishna Iyer is not related to | Mr. Muralidharan Ramachandran |
| relationshipbetween | anyDirectororKMPofthe | is not related to any Director or |
| Directors/KMPs | Company. | KMP of the Company. |
| (incaseof | ||
| appointmentofa | ||
| director) | ||
| Informationas | Mr. Krishna Iyer is not debarred | Mr. Muralidharan Ramachandran |
| requiredpursuanttoBSE | from holding the office of directorby virtue of any SEBI order or any | is not debarred from holding theoffice of director by virtue of any |
| Circular | other such authority | SEBI order or any other such |
| withref.no.LIST/ | authority | |
| COMP/14/2018‐19 | ||
| andNationalStock | ||
| ExchangeofIndiaLtd | ||
| withref.no. | ||
| NSE/CML/2018/24, | ||
| datedJune20,2018 |