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Atul Limited. AGM Information 2020
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AGM Information
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Atul Ltd
Atul 396 020, Gujarat, India [email protected] I www.atul.co.in (+91 2632) 230000
The Manager Listing Department SSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai -400 001 July 31, 2020
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SCRIP CODE: 500027 BSE Listing portal
The Manager Listing Department National Stock Exchange of India Limited "Exchange Plaza" C - 1, Block G Bandra Kurla Complex, Sandra (East) Mumbai - 400 051
SYMBOL: ATUL NEAPS portal
Dear Sirs,
Sub: Proceedings of 43rd Annual General Meeting of the Company
Ref: Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The 43rd Annual General Meeting (the AGM) of Atul Ltd was held on Friday, July 31, 2020 through video conferencing I other audio visual means.
Proceedings:
-
- Quorum was present
-
- Mr S S Lalbhai, Chairman and Managing Director, Mr S A Lalbhai, Managing Director, Mr 8 R Arora, Chairman of Stakeholders Relationship Committee and authorised representative of the Chairman of Audit Committee, Mr M M Chitale, Chairman of Nomination and Remuneration Committee, Mr S M Datta, Mr B N Mohanan, Mr V S Rangan, Ms S A Panse and Mr T R Gopi Kannan Directors were also present.
-
- Mr S S Lalbhai, Chairman delivered speech.
-
- Questions raised by the shareholders in advance and in the meeting were answered by the Chairman.
-
- The resolutions for the items mentioned in the AGM notice dated May 14, 2020, were passed through e-voting. The gist of the items is as under:
- i. Adoption of the Financial Statements and Reports thereon and the Consolidated Financial Statements for the financial year ended March 31, 2020.
Registered office: At ul House, G I Pat el Marg, Ahmedabad 380 014, Gujarat, India (/.] · CIN: L99999GJ1975PLC002859 ~
Atul Ltd
Atul 396 020, Gujarat, India [email protected] I www.atul.co.in (+91 2632) 230000
-
- Confirmation of the interim dividends as final dividend for the financial year 2019-20.
- iii. Reappointment of Mr RA Shah as a Director.
- iv. Ratification of remuneration of R Nanabhoy & Co for Cost Audit.
Kindly acknowledge the receipt of the above. Voting results of the AGM are being filed separately.
Thank you,
Yours faithfully, For; td
Lalit Patni Company Secretary and Chief Compliance Officer
Registered office: Atul House, G I Patel Marg, Ahmedabad 380 014, Gujarat, India CIN:L99999GJ1975PLC002859
@ L1lbhai Group
t1ttJ ._..
Atul Ltd
Atul 396 020, Gujarat, India [email protected] I www.atul.co.in (+91 2632) 230000
The Manager Listing Department BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai - 400 001
The Manager Listing Department National Stock Exchange of India Limited "Exchange Plaza" C - 1, Block G Sandra Kurla Complex, Sandra (East) Mumbai - 400 051
July 31, 2020
SCRIP CODE: 500027 BSE Listing portal
SYMBOL: ATUL NEAPS portal
Dear Sirs,
- Sub: Voting results of the 43rd Annual General Meeting of the Company
- Ref: Regulation 44(3) of the SEBI (listing Obligations and Disclosure Requirements) Regulations, 2015.
Pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we submit herewith the voting results of the 43rd Annual General Meeting of the Company held on Friday, July 31, 2020 through video conferencing I other audio visual means in prescribed format along with scrutinizer's report.
Kindly acknowledge the receipt and inform the members of the Exchange.
Thank you,
Yours faithfully, ForAt;'
Lalit Patni Company Secretary and Chief Compliance Officer
Encl: as above
Registered office: Atul House, G I Pat el Marg, Ahmedabad 380 014, Gujarat, India CIN: L99999GJ1975PLC002859
@ Lalbh:ii Group
43'd Annual General Meeting voting results as per Regulation 44(3) ATUL LIMITED (CIN: L99999GJ1975PLC002859)
| Date of the AGMTotal number of shareholders on recorddate | July 31, 202042360 | |
|---|---|---|
| No. of shareholders present in the | In person | Through proxy |
| meeting in person or through proxy: | ||
| Promoter and Promoter Group | 0 | 0 |
| Public | 0 | 0 |
| Total | 0 | 0 |
| No. of shareholders attended meetingthrough Video Conferencing | ||
| Promoter and Promoter Group | 23 | 0 |
| Public | 96 | 0 |
| Total | 119 | 0 |
Resolution 1: Adoption of the Financial Statements and Reports thereon and the Consolidated Financial Statements for the financial year ended March 31, 2020.
Resolution required Whether promoter I promoter group are interested in the agenda! resolution
Category Mode of No. of shares No. of votes % of votes Polled on No. of Votes - in Voting held polled the outstanding favour (1) (2) shares (4) (3) = [(2)/(1)]*100 Promoter and E-voting 13289244 13289244 100.000 13289244 Promoter Group Poll* 0 0.000 0 Total 13289244 100.000 13289244 Public - Institutions E-voting 10318206 8179904 79.276 8179904 Pol*I 0 0.000 0 Total 8179904 79.276 8179904 Public-Non E-voting 6054283 717477 11.850 717457 Institutions Poll* 0 0.000 0 Total 717477 11.850 717457 Total 29661733 22186625 74.799 22186605 No. of Votes - against (5) 0 0 0 0 0 0 20 0 20 20 % of Votes in favour on votes polled (6)=[(4)/ (2)]*100 100.000 0.000 100.000 100.000 0.000 100.000 100.000 0.000 100.000 100.000 % of Votes against on votes polled (7)=[(5)/(2)]*100 0.000 0.000 0.000 0.000 0.000 0.000 0.003 0.000 0.003 0.000
: Ordinary : No
* e-voting was allowed instead of poll during the Meeting
Cornpany .:" ' Secretar)lllllnd :hie f Compliance Officer
Resolution 2: Confirmation of the interim dividends as final dividend for the financial year 2019-20.
Resolution required
Whether promoter I promoter group are interested in the agenda! resolution
: Ordinary
: No
| Category | Mode ofVoting | No. of sharesheld(1) | No. of votespolled(2) | % of votes Polled onthe outstandingshares(3) = [(2)/(1)]*100 | No. of Votes -infavour(4) | againstNo. of Votes -(5) | % of Votes infavour on votespolled(6)=[(4)/(2)]*100 | % of Votes againston votes polled(7)=[(5)/(2)]*100 |
|---|---|---|---|---|---|---|---|---|
| Promoter and | E-voting | 13289244 | 13289244 | 100.000 | 13289244 | 0 | 100.000 | 0.000 |
| Promoter Group | Poll* | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Total | 13289244 | 100.000 | 13289244 | 0 | 100.000 | 0.000 | ||
| Public -Institutions | E-voting | 10318206 | 8213767 | 79.605 | 8213767 | 0 | 100.000 | 0.000 |
| Pol*I | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 8213767 | 79.605 | 8213767 | 0 | 100.000 | 0.000 | ||
| Public-Non | E-voting | 6054283 | 717477 | 11.851 | 717448 | 29 | 99.996 | 0.004 |
| Institutions | Poll* | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Total | 717477 | 11.851 | 717448 | 29 | 99.996 | 0.004 | ||
| Total | 29661733 | 22220488 | 74.913 | 22220459 | 29 | 100.000 | 0.000 |
* e-voting was allowed instead of poll during the Meeting
Resolution 3: Reappointment of Mr RA Shah as a Director.
Resolution required
Whether promoter I promoter group are interested in the agenda! resolution
| Category | Mode ofVoting | No. of sharesheld(1) | No. of votespolled(2) | % of votes Polled onthe outstandingshares(3) = [(2)/(1)]*100 | No. of Votes -infavour(4) | No. of Votes -against(5) | % of Votes infavour on votespolled(6)=[(4)/(2)]*100 | % of Votes againston votes polled(7)=[(5)/(2)]*100 |
|---|---|---|---|---|---|---|---|---|
| Promoter and | E-voting | 13289244 | 13289244 | 100.000 | 13289244 | 0 | 100.000 | 0.000 |
| Promoter Group | Poll* | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Total | 13289244 | 100.000 | 13289244 | 0 | 100.000 | 0.000 | ||
| InstitutionsPublic - | E-voting | 18206103 | 7899524 | 76.559 | 7576708 | 322816 | 95.913 | 4.087 |
| Pol*I | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | ||
| Total | 7899524 | 76.559 | 7576708 | 322816 | 95.913 | 4.087 | ||
| Public-Non | E-voting | 6054283 | 717477 | 11.851 | 717188 | 289 | 99.960 | 0.040 |
| Institutions | Poll* | 0 | 0.000 | 0 | 0 | 0.000 | 0.000 | |
| Total | 717477 | 11.851 | 717188 | 289 | 99.960 | 0.040 | ||
| Total | 29661733 | 21906245 | -73.854--- | 215~~ ~~ i___., , | 323105 | 98.525 | 1.475 |
( ~
" ' .. - '- .1 iJllance
: Ordinary
:No
Resolution 4: Ratification of remuneration of R Nanabhoy & Co for Cost Audit.
Resolution required
Whether promoter I promoter group are interested in the agenda! resolution
: Ordinary
:No
Category Mode of No. of shares No. of votes % of votes Polled on Voting held polled the outstanding (1) (2) shares (3) = [(2)/(1)]*100 Promoter and E-voting 13289244 13289244 100.000 Promoter Group Poll* 0 0.000 Total 13289244 100.000 Public - Institutions E-voting 10318206 8211779 79.585 Pol*I 0 0.000 Total 8211779 79.585 Public-Non E-voting 6054283 717477 11.851 Institutions Poll* 0 0.000 Total 717477 11.851 Total 29661733 22218500 74.906 No. of Votes - in favour (4) 13289244 0 13289244 8211779 0 8211779 717449 0 717449 22218472 No. of Votes - against (5) 0 0 0 0 0 0 28 0 28 28 % of Votes in % of Votes against favour on votes on votes polled polled (7)=[(5)/(2)]*100 (6)=[(4)/ (2)]*100 100.000 0.000 0.000 0.000 100.000 0.000 100.000 0.000 O.GOO 0.000 100.000 0.000 99.996 0.004 0.000 0.000 99.996 0.004 100.000 0.000
* e-voting was ~~~J. rfr\ 8poll during the Meeting
CONSOLIDATED REPORT OF SCRUTINIZER
[Pursuant to Section 108 of the Companies Act, 2013 and Rule 20 (4) (xii) of the Companies (Management and Administration) Rules, 2014].
To.
The Chairman. 43rd Annual General Meeting of the Equity Shareholders of Atul Limited. Held on 31st July, 2020 at 10.30 a.m. through Video Conferencing/Other Audio Visual Means
Dear Sir.
-
- I, Ashish C. Doshi, Partner of SPANJ & ASSOCIATES, Company Secretaries in Practice having office at TF/1, Anison Bldg, 3rd Floor, State Bank of India Lane, Swastik Soc., Nr. Stadium Circle, C. G. Road, Navrangpura, Ahmedabad-380 009, have been appointed as Scrutinizer by the Board of Directors of Atul Limited ("the Company") for the purpose of scrutinizing the process of voting through electronic means ("e-voting") on the resolutions contained in the notice dated 14th May 2020 ("Notice") issued in accordance with General Circular No. 14/2020, 17/2020 and 20/2020 dated 8th April 2020, 13th April 2020 and 5th May 2020 respectively, issued by Ministry of Corporate Affairs (MCA) (hereinafter referred to as "MCA Circulars"), Government of India, calling the Forty-third Annual General Meeting of its Equity Shareholders ("the Meeting" /"AGM") through VC / OAVM. The AGM was convened on Friday, 31st July 2020 at 10:30 a.m. IST through VC / OAVM.
-
- The said appointment as Scrutinizer is under the provisions of Section 108 of the Companies Act, 2013 ("the Act") read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended ("the Rules"). As the Scrutinizer, I have to scrutinize:
- process of e-voting remotely, before the AGM, using an electronic voting system on $(i)$ the dates referred to in the Notice calling the AGM ("remote e-voting"); and
- $(ii)$ process of e-voting at the AGM through electronic voting system ("e-voting").
-
- The compliance with the provisions of the Companies Act, 2013 and the Rules made thereunder, MCA Circulars and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 ("LODR") relating to voting through electronic means (by remote e-voting and e-voting at AGM) the resolutions proposed in the Notice of the 43rd Annual General Meeting of the Company is the responsibility of the management. The management of the Company is responsible for ensuring a secured framework and robustness of the electronic voting systems. Our responsibility as a Scrutinizer for e-voting process is restricted to making a Consolidated Scrutinizer's Report of the votes cast "in favour" or "against" if any. the resolutions contained in the Notice, based on the reports generated from the electronic
Page.
voting system provided by Central Depository Services (India) Limited (CDSL) and documents furnished to me electronically by the Company and/or CDSL for my verification.
-
- In accordance with the Notice of 43rd Annual General Meeting sent to shareholders, the voting through electronic means/ remote e-voting started on 28th July, 2020 (9:00 am) and ended on 30th July, 2020 (5:00 pm).
-
- The Equity Shareholders holding shares as on the "cut off" date i.e. 24th July, 2020 were entitled to vote on the proposed resolutions (Item no. 01 to 04 as set out in the Notice of the 43rd Annual General Meeting of the Equity Shareholders of Atul Limited) the Company.
-
- The votes cast were unblocked on Friday, 31st July, 2020 after the conclusion of the AGM and was witnessed by two witnesses. Mr. Jitendra Liva and Ms. Nirali Patel who are not in the employment of the Company. They have signed below in confirmation of the votes being unblocked in their presence.
Name: Jitendra Liya
nisuli.
Name: Nirali Patel
-
- Thereafter, the details containing inter-alia, list of equity Shareholders, who voted "For" and "Against", were downloaded from the remote e - Voting website of Central Depository Services (India) Limited (https://www.evotingindia.com/). Based on report generated by CDSL and relied upon by us, data regarding the remote e-voting was scrutinized on test check basis.
-
- After the time fixed for closing of the e-voting by the Chairman, the electronic system recording the e-voting (e-votes) was locked by CDSL under my instructions. The e-voting system was scrutinized on test check basis. The e-votes were reconciled with the records maintained by the Company / CDSL and the authorizations lodged with the Company/ CDSL on test check basis. The e-votes cast were unblocked on Friday, 31st July 2020 after the conclusion of the AGM.
-
- Based from reports generated from the e-voting website of Central Depository Services (India) Limited (https://www.evotingindia.com/), the Consolidated results of the remote evoting and e-voting at AGM are as under :
SPANJ
& ASSOCIATES Company Secretaries
Peer reviewed firm
a) Resolution No. 1 - Adoption of the Financial Statements and Reports thereon and the Consolidated Financial Statements for the financial year ended on 31st March, 2020.
(i) Voted in favour of the resolution:
| Type of Voting | Number ofmembers presentand voted | Number of Votescast | % of totalnumber of validvotes cast |
|---|---|---|---|
| Remote E-voting | 266 | 22151263 | 100.00 |
| E-voting at AGM conductedthrough VC/OAVM | 35342 | 100.00 | |
| Total | 277 | 22186605 | ÷. |
(ii) Voted against of the resolution:
| Type of Voting | Number ofmembers presentand voted | Number of Votescast | $%$ of totalnumber of validvotes cast |
|---|---|---|---|
| Remote E-voting | 20 | 0.00 | |
| E-voting at AGM conductedthrough VC/OAVM | 0.00 | ||
| Total | 20 |
(iii) Invalid Votes:
| Type of Voting | Total Number of members whosevotes were declared invalid | Total Number ofVotes |
|---|---|---|
| Remote E-voting | 661839 | |
| E-voting at AGM conductedthrough VC/OAVM | ||
| Total | 661839 |
(iv) Abstained from Voting:
| Type of Voting | Total Number of members whoabstained from voting | Total Number ofVotes |
|---|---|---|
| Remote E-voting | 33863 | |
| E-voting at AGM conductedthrough VC/OAVM | ||
| Total | 33863 |
b) Resolution No. 2 - Declaration of the dividend on Equity shares
(i) Voted in favour of the resolution:
| Type of Voting | Number ofmembers presentand voted | Number of Votescast | % of totalnumber of validvotes cast |
|---|---|---|---|
| Remote E-voting | 270 | 22185117 | 100.00 |
| E-voting at AGM conductedthrough VC/OAVM | 35342 | 100.00 | |
| Total | 281 | 22220459 |
(ii) Voted against of the resolution:
| Type of Voting | Number ofmembers presentand voted | Number of Votescast | % of totalnumber of validvotes cast |
|---|---|---|---|
| Remote E-voting | 29 | 0.00 | |
| E-voting at AGM conductedthrough VC/OAVM | 0.00 | ||
| Total | 29 |
(iii) Invalid Votes:
| Type of Voting | Total Number of members whosevotes were declared invalid | Total Number ofVotes |
|---|---|---|
| Remote E-voting | 661839 | |
| E-voting at AGM conductedthrough VC/OAVM | ||
| Total | 661839 |
(iv) Abstained from Voting:
| Type of Voting | Total Number of members whoabstained from voting | Total Number ofVotes |
|---|---|---|
| Remote E-voting | ||
| E-voting at AGM conductedthrough VC/OAVM | ||
| Total |
c) Resolution No. 3 - Reappointment of Mr. R A Shah as a Director
(i) Voted in favour of the resolution:
| Type of Voting | Number ofmembers presentand voted | Number of Votescast | % of totalnumber of validvotes cast |
|---|---|---|---|
| Remote E-voting | 243 | 21547798 | 98.52 |
| E-voting at AGM conductedthrough VC/OAVM | 35342 | 100.00 | |
| Total | 254 | 21583140 |
(ii) Voted against of the resolution:
| Type of Voting | Number ofmembers presentand voted | Number of Votescast | % of totalnumber of validvotes cast |
|---|---|---|---|
| Remote E-voting | 29 | 323105 | 1.48 |
| E-voting at AGM conductedthrough VC/OAVM | 0.00 | ||
| Total | 29 | 323105 |
(iii) Invalid Votes:
| Type of Voting | Total Number of members whosevotes were declared invalid | Total Number ofVotes |
|---|---|---|
| Remote E-voting | 661839 | |
| E-voting at AGM conductedthrough VC/OAVM | ||
| Total | 661839 |
(iv) Abstained from Voting:
| Type of Voting | Total Number of members whoabstained from voting | Total Number ofVotes |
|---|---|---|
| Remote E-voting | 314243 | |
| E-voting at AGM conductedthrough VC/OAVM | ||
| Total | 314243 |
d) Resolution No. 4 - Ratification of remuncration of R Nanabhoy & Co for Cost Audit
(i) Voted in favour of the resolution:
| Type of Voting | Number ofmembers presentand voted | Number of Votescast | % of totalnumber of validvotes cast |
|---|---|---|---|
| Remote E-voting | 270 | 22183130 | 100.00 |
| E-voting at AGM conductedthrough VC/OAVM | 35342 | 100.00 | |
| Total | 281 | 22218472 | $\blacksquare$ |
(ii) Voted against of the resolution:
| Type of Voting | Number ofmembers presentand voted | Number of Votescast | % of totalnumber of validvotes cast |
|---|---|---|---|
| Remote E-voting | 28 | 0.00 | |
| E-voting at AGM conductedthrough VC/OAVM | 0.00 | ||
| Total | 28 |
(iii) Invalid Votes:
| Type of Voting | Total Number of members whosevotes were declared invalid | Total Number ofVotes |
|---|---|---|
| Remote E-voting | 661839 | |
| E-voting at AGM conductedthrough VC/OAVM | ||
| Total | 661839 |
(iv) Abstained from Voting:
| Type of Voting | Total Number of members whoabstained from voting | Total Number ofVotes |
|---|---|---|
| Remote E-voting | 988 | |
| E-voting at AGM conductedthrough VC/OAVM | ||
| Total | 1988 |
-
- A Compilation of Data containing a list of equity shareholders who voted "FOR", "AGAINST" and those whose votes were declared invalid for each resolution (Both through Remote e-voting and E-voting at AGM) has been handed over to Company Secretary.
-
- The electronic data and all other relevant records relating to e-voting are under my safe custody and will be handed over to Company Secretary for preserving safely after the Chairman considers, approves and signs the minutes of the AGM.
-
- This report has been issued at the request of the Company for (i) submission to Stock Exchanges, (ii) placing on website of the Company and (iii) website of CDSL. This report is not to be used for any other purpose or to be distributed by the Company to any other parties. Accordingly, We do not accept or assume any liability or any duty of care or for any other purpose or to any other party to whom it is shown or into whose hands it may come without our prior consent in writing.
Thanking You,
Yours Faithfully,
Date: 31st July, 2020
Place: Ahmedabad
ASHISH C DOSHI, PARTNER SPANJ & ASSOCIATES Company Secretaries ACS/FCS No.: F3544 COP No.: 2356 P R No: 702/2020 UDIN: F003544B000536802
Countersigned: For Atul/Limited
Lalit Patni Company Secretary & Chief Compliance Officer