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Avance Technologies Ltd. — AGM Information 2023
Sep 7, 2023
63933_rns_2023-09-07_d9555e4d-7263-4e90-8a73-618d2e4b034f.pdf
AGM Information
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07[th] September 2023
To, The Chief General Manager Listing Operation, BSE Limited, P. J. Towers, Dalal Street, Mumbai – 400 001.
Scrip Code: 512149 Scrip Id: AVANCE
Dear Sir/Madam,
Ref: Outcome of Board Meeting dated 04[th] September 2023.
Sub: Submission of Notice of Annual General Meeting for the FY 2022-23.
In pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we submit herewith a copy of Notice of Annual General Meeting for the financial year ended on 31st March 2023.
The 39[th] Annual General Meeting of the Company will be held on Friday, 29[th] September 2023 at 09:30 A.M. at Sammelan Hall, A101, Samarth Complex, Jawahar Nagar, Goregaon (West), Mumbai – 400104.
We hereby request you to take the same on your record.
Thanking You
Avance Technologies Limited
Digitally signed by SRIKRISHNA BHAMIDIPATI SRIKRISHNA DN: c=IN, postalCode=400061, st=MAHARASHTRA, street=MUMBAI, l=MUMBAI, o=Personal, serialNumber=c67a8d8554e2206b78c78ef9bffb9fa7f6cfc406f0 e67742dd531addef63f71d, pseudonym=d778bfd7dcd44f3f976629822ec45a82, 2.5.4.20=7247ec3b5f85064166852f3e80e1e536ac9f23033ffce2 BHAMIDIPATI 5c1d3818354a0421d4, [email protected], cn=SRIKRISHNA BHAMIDIPATI Date: 2023.09.07 17:01:10 +05'30' Srikrishna Bhamidipati Managing Director DIN: 02083384
Avance Technologies Limited
CIN: L51900MH1985PLC035210 Reg. Off : Office No. 226/227, Majestic Centre, Second Floor, 144 Opera House, Mumbai – 400 004. Phone No.: +91 9594988351 Email: [email protected] / [email protected] Website: www.avance.in
AVANCE TECHNOLOGIES LIMITED
NOTICE
NOTICE IS HEREBY GIVEN THAT THE 39[TH ] (THIRTY NINENTH) ANNUAL GENERAL MEETING OF THE MEMBERS OF AVANCE TECHNOLOGIES LIMITED WILL BE HELD ON FRIDAY, 29[TH ] SEPTEMBER 2023 AT 9.30 A.M. AT SAMMELAN HALL, A101, SAMARTH COMPLEX, JAWAHAR NAGAR, GOREGAON (WEST), MUMBAI – 400 104 TO TRANSACT THE FOLLOWING BUSINESS:
ORDINARY BUSINESS:
1. To receive, consider and adopt the Audited Balance Sheet as at 31st March 2023, the Statement of Profit and Loss and Cash Flow Statement for the financial year ended March 31, 2023 together with the Reports of the Board of Directors and the Auditors thereon:
To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution:
“ RESOLVED THAT the Audited Financial Statements of the Company for the financial year ended on 31[st] March 2023 and the Reports of the Board of Directors and the Auditors thereon, as circulated to the members, be and are hereby received, considered and adopted.”
2. To appoint a director in place of Mr. Vasant Bhoir (DIN: 07596882) who retires by rotation and being -
eligible, offers himself for re appointment:
To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution :
“ RESOLVED THAT pursuant to the provisions of section 152 and other applicable provisions of the Companies Act, 2013, the rules thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Vasant Tukaram Bhoir (DIN: 07596882), Director who retires by rotation at this meeting and being eligible has offered himself for re-appointment , be and is hereby re-appointed as a non- executive director of the company, liable to retire by rotation.
RESOLVED FURTHER THAT any of the Directors for the time being and are hereby severally authorized to sign and execute all such documents and papers (including appointment letter etc.) as may be required for the purpose and file necessary e-form with the Registrar of Companies and to do all such acts, deeds and things as may considered expedient and necessary in this regard. ”
SPECIAL BUSINESS:
3. To approve the re-appointment of Mrs. Shakila Makandar (DIN: 06513263) as an Independent Director of the Company for a second term of five consecutive years:
To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution :
“ RESOLVED THAT pursuant to section 149, 150, 152 and other applicable provisions of the Companies Act, 2013, The Companies (Appointment and Qualifications of Directors) Rules, 2014 read with schedule IV to the Companies Act, 2013 (including any statutory modification(s) or reenactment(s) thereof for the time being in force), Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and on basis of recommendation of the Nomination and Remuneration Committee, Mrs. Shakila Makandar (DIN: 06513263),
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AVANCE TECHNOLOGIES LIMITED
Independent Director of the Company who has submitted a declaration that she meets the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 and who is eligible for re-appointment, be and is hereby re-appointed as an Independent Director on the Board of the Company, not liable to retire by rotation for a second term of five consecutive years commencing from 23[rd] October 2023 till 22[rd] October 2028.
RESOLVED FURTHER THAT any of the Director(s) of the Company, jointly or severally, be and are hereby authorized to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”
By Order of the Board For Avance Technologies Limited Sd/Srikrishna Bhamidipati Managing Director DIN: 02083384
Date: 04[th] September 2023 Place: Mumbai
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AVANCE TECHNOLOGIES LIMITED
NOTES:
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A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/ HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. A person can act as proxy on behalf of Members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A Member holding more than ten per cent of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or Member. Proxies in order to be effective should be deposited at the Registered Office of the Company, not less than 48 hours before the commencement of the meeting. Proxies submitted on behalf of limited companies, societies, partnership firms, etc. must be supported by appropriate resolution/authority, as applicable, issued on behalf of the nominating organization.
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Members/ Proxies and Authorised representatives are requested to bring to the Meeting; the attendance slips enclosed herewith duly completed and signed mentioning therein details of their DP ID and Client ID/Folio No. Corporate Members intending to send their authorised representatives to attend the Meeting pursuant to Section 113 of the Act, are requested to send to the Company, a certified copy of the Board Resolution authorizing the representative to attend and vote on their behalf at the Meeting.
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Notice of the AGM of the Company, inter alia , indicating the process and manner of e–voting along is being sent to the members whose names appear on the Register of Members/List of Beneficial Owners as received from the National Securities Depository Limited (“NSDL”) and Central Depository Services (India) Limited (“CDSL”) as on 01[st] September 2023 (Record Date).
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The Register of Members and the Share Transfer Books will remain closed from Saturday, 23[rd] September 2023 to Friday, 29[th] September 2023 (both days inclusive) for the purpose of the Annual General Meeting
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The Explanatory Statement pursuant to Section 102 of the Act setting out material facts concerning the special businesses is annexed hereto. The relevant details, pursuant to Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standards on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director seeking re-appointment at this AGM are also annexed.
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Attendance Slip, Proxy form and the route map showing directions to reach the venue of the meeting is annexed to the Notice.
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Member(s) whose names appear on the Register of Members/List of Beneficial Owners as on the cut-off date of Friday, 22[nd] September 2023 will be entitled to vote on the resolutions set forth in this Notice. The instructions for e-voting are annexed to this Notice.
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In case of joint holders attending the meeting, the member whose name appears as the first holder in the order of the names as per the Register of Members of the Company will be entitled to vote.
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The Board of Directors of the Company (“the Board”), has appointed Jaymin Modi & Co., Company Secretaries (COP: 16948) as the Scrutinizer, for conducting the e-voting process in a fair and transparent manner.
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As required by Rule 20 of the Companies (Management and Administration) Rules, 2014 read with MCA Circulars and the Listing Regulations, the details pertaining to this AGM will be published in one English national daily newspaper circulating throughout India (in English language) and one in vernacular language in that district (in Marathi Language) in which registered office of the Company is situated.
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AVANCE TECHNOLOGIES LIMITED
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To support the “Green initiative” members who have not registered their e-mail addresses so far are requested to register their e-mail address with the company’s RTA or Depository Participants, in respect of shares held in physical/electronic mode respectively.
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Voting through electronic means:
In Compliance with the provision of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended by the Companies (Management and Administration )Amendment Rules, 2015 and Regulation 44 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Company is pleased to provide members facility to exercise their right to vote at the 39[th] Annual General Meeting (AGM) by electronic means and the business may be transacted through e-voting Service by National Securities Depository Limited (NSDL), the instructions for remote e-voting are as under:
THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER:
The remote e-voting period begins on Tuesday, 26[th] September 2023 at 9:00 A.M. and ends on Thursday, 28[th] September 2023 at 5:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. Friday, 22[nd] September 2023, may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being Friday, 22[nd] September 2023.
- How do I vote electronically using NSDL e Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
- Step 1: Access to NSDL e Voting system
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A) Login method for e Voting for Individual shareholders holding securities in demat mode.
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In terms of SEBI circular dated December 9, 2020 on e Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
| Type of shareholders | Login Method |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. |
1. ExistingIDeASuser can visit the e-Services website of NSDL Viz. https://eservices.nsdl.comeither on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner”icon under“Login”which is available under‘IDeAS’ section , this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e- Voting services under Value added services. Click on“Access to e- Voting”under e-Voting services and you will be able to see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period. 2. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select“Register Online for |
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AVANCE TECHNOLOGIES LIMITED
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IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
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- Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.
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Shareholders/Members can also download NSDL Mobile App “ NSDL Speede ” facility by scanning the QR code mentioned below for seamless voting experience.
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| Individual | Shareholders holding | 1. Users who have opted for CDSL Easi / Easiest facility, can login |
|---|---|---|
| securities | in demat mode with | through their existing user id and password. Option will be made |
| CDSL | available to reach e-Voting page without any further authentication. | |
| The users to login Easi /Easiest are requested to visit CDSL website | ||
| www.cdslindia.com and click on login icon & New System Myeasi | ||
| Tab and then user your existing my easi username & password. | ||
| 2. After successful login the Easi / Easiest user will be able to see the e- | ||
| Voting option for eligible companies where the evoting is in progress | ||
| as per the information provided by company. On clicking the evoting | ||
| option, the user will be able to see e-Voting page of the e-Voting | ||
| service provider for casting your vote during the remote e-Voting | ||
| period. Additionally, there is also links provided to access the system | ||
| of all e-Voting Service Providers, so that the user can visit the e- | ||
| Voting service providers’ website directly. | ||
| 3. If the user is not registered for Easi/Easiest, option to register is | ||
| available at CDSL websitewww.cdslindia.comand click on login & | ||
| New System Myeasi Tab and then click on registration option. | ||
| 4. Alternatively, the user can directly access e-Voting page by providing | ||
| Demat Account Number and PAN No. from a e-Voting link available | ||
| onwww.cdslindia.comhome page. The system will authenticate the | ||
| user by sending OTP on registered Mobile & Email as recorded in the | ||
| Demat Account. After successful authentication, user will be able to | ||
| see the e-Voting option where the evoting is in progress and also able | ||
| to directly access the system of all e-Voting Service Providers. | ||
| Individual | Shareholders (holding | You canalsologinusing thelogincredentials ofyourdemat account |
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AVANCE TECHNOLOGIES LIMITED
| securities in | demat | mode) login | through your Depository Participant registered with NSDL/CDSL for e- |
|---|---|---|---|
| through | their | depository | Voting facility. upon logging in, you will be able to see e-Voting option. |
| participants | Click on e-Voting option, you will be redirected to NSDL/CDSL | ||
| Depository site after successful authentication, wherein you can see e- | |||
| Voting feature. Click on company name or e-Voting service provider i.e. | |||
| NSDL and you will be redirected to e-Voting website of NSDL for casting | |||
| your vote during the remote e-Voting period. |
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
| Login type | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request [email protected] call at 022 -4886 7000 and 022-2499 7000 |
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request [email protected] orcontact at toll freeno.18002255 33 |
- B) Login Method for e-Voting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
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Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
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Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
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A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
- Your User ID details are given below:
| Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical |
Your User ID is: |
|---|---|
| a) For Members who hold shares in demat account with NSDL. |
8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**. |
| b) For Members who hold shares in demat account with CDSL. |
16 Digit Beneficiary ID For example if your Beneficiary ID is 12**then your user ID is |
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AVANCE
TECHNOLOGIES LIMITED
| 12** | |
|---|---|
| c) For Members holding shares in Physical Form. |
EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
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Password details for shareholders other than Individual shareholders are given below: a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
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b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
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c) How to retrieve your ‘initial password’?
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(i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
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(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
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If you are unable to retrieve or have not received the “Initial password” or have forgotten your password: a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
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b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
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c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
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d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
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After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
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Now, you will have to click on “Login” button.
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After you click on the “Login” button, Home page of e-Voting will open.
- Step 2: Cast your vote electronically on NSDL e Voting system.
- How to cast your vote electronically on NSDL e Voting system?
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After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status.
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Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.
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Now you are ready for e-Voting as the Voting page opens.
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AVANCE TECHNOLOGIES LIMITED
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Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
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Upon confirmation, the message “Vote cast successfully” will be displayed.
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You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders
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Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.
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It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
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In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 and 022 - 2499 7000 or send a request at [email protected]
Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :
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In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected]
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In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected]. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method -
explained at step 1 (A) i.e. Login method for e Voting.
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Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile -
number and email ID correctly in their demat account in order to access e Voting facility.
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AVANCE TECHNOLOGIES LIMITED
ADDITIONAL INFORMATION ON DIRECTORS RECOMMENDED FOR APPOINTMENT / REAPPOINTMENT AS REQUIRED UNDER REGULATION 36 OF THE LODR REGULATIONS AND APPLICABLE SECRETARIAL STANDARDS
| Name of the Director | Mr. Vasant Bhoir | Mrs. Shakila Makandar |
|---|---|---|
| DIN | 07596882 | 06513263 |
| Date of Birth | 15thFebruary, 1972 | 19thJune 1983 |
| Date of first appointment on the Board | 01stOctober 2016 | 23rdOctober 2018 |
| Qualification | Graduate | B.A., History Graduate, Diploma in Electronics and Telecommunication |
| Expertise in Special Functional Areas | He is an excellent analyst and has a good command over the subject. He has good exposure in the field of marketing. |
She has a vast experience of technology and functional execution. |
| Directorship held in other Public Limited Companies* |
1 | 1 |
| No. of Meetings of the Board attended duringthe financialyear |
07(Seven) | 07(Seven) |
| Shareholdingin the Company | Nil | Nil |
| Disclosure of inter-se relationships between Directors and Key Managerial Personnel of the Company |
None | None |
| Chairmanship / membership of committees of other Board |
0 | 0 |
| Remuneration last drawn | Mr. Vasant Bhoir is not entitled to any remuneration by way of sitting fees or commission in Avance Technologies Limited |
None |
| Terms and conditions of Appointment/ Re-appointment |
Mr. Vasant Bhoir was appointed as a Non-executive Director of the Company w.e.f. 1st October 2016, liable to retire by rotation. |
Re-appointment is for a period of five years with effect from 23rd October 2023, subject to approval by the shareholders at the ensuing Annual General Meeting. |
*excluding private, foreign companies and Section 8 Companies
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AVANCE TECHNOLOGIES LIMITED
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013
Item No.: 03
The Board of Directors at their meeting held on 23[rd] October 2018 had appointed Mrs. Shakila Makandar (DIN: 06513263) as an Additional Independent Director of the Company to hold office till the next Annual General Meeting. Further, the Members at the Annual General Meeting held on 30[th] September 2019 appointed Mrs. Shakila Makandar as an Independent Director to hold office for a term of 5 (five) years. Accordingly, her tenure as an Independent Director is due for expire on 22[nd] October 2023.
In terms of provisions of section 178 of the Companies Act, 2013, the Nomination and Remuneration Committee of the Company shall recommend to the Board of the Directors, the appointment/ reappointment of a Director. In terms of provisions of section 149(10) of the Companies Act, 2013, an independent director shall hold office for a term up to five consecutive years on the Board of a Company but shall be eligible for re-appointment on passing of a special resolution by the Shareholders of the Company and disclosure of such appointment in the Board's report.
The Independent Directors shall be appointed by the Board of Directors of the Company, based on the nomination received from Nomination and Remuneration Committee, constituted by the Board, in accordance with Applicable acts and by-laws. the Independent Director(s) to be so appointed shall be persons holding requisite knowledge and experience in their respective fields, which the Board deems beneficial to the Company.
The Company has received the consent from Mrs. Shakila Makandar to act as the Director in the prescribed Form DIR-2 under Section 152(5) of the Act and Rule 8 of the Companies (Appointment and Qualifications of Directors) Rules, 2014 along with the declaration on criteria of Independence as per Section 149(6) of the Act. After taking into account the performance evaluation, during her first term of five years and considering the knowledge, acumen, expertise and experience in respective fields and the substantial contribution made by Mrs. Shakila Makandar during her tenure as an Independent Director since her appointment, the Nomination and Remuneration Committee at its meeting held on 04[th] September 2023 has considered, approved and recommended the re-appointment of Mrs. Shakila Makandar as an Independent Directors for a second term of five years with effect from 23[rd] October 2023.
The Board of Directors at its meeting held on 04[th] September 2023 has approved the proposal for re-appointment of Mrs. Shakila Makandar as an Independent Director for a second term of five consecutive years with effect from 23[rd] September 2023. In line with the aforesaid provisions of the Companies Act, 2013 and in view of long, rich experience, continued valuable guidance to the management and strong Board performance of Mrs. Shakila Makandar, the Shareholders are requested to approve the re-appointment of Mrs. Shakila Makandar as an Independent Directors for a second term of five consecutive years with effect from 23[rd] October 2023.
The Board recommends the Resolution for approval of the Members as a Special Resolution as set out in the item no. 3 of the notice. Except Mrs. Shakila Makandar, being the appointee, no other Director or Key Managerial Personnel of the Company or their respective relatives is/ are concerned or interested, financially or otherwise, in the said Resolution.
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AVANCE TECHNOLOGIES LIMITED
AVANCE TECHNOLOGIES LIMITED
(CIN: L51900MH1985PLC035210)
Registered Office : Office No. 226/227, Majestic Center, Second Floor, 144 Opera House, Mumbai – 400 004. Email: [email protected], [email protected]; Website: www.avance.in; Contact No.: +91 9594988351
39[th] ANNUAL GENERAL MEETING Friday, 29[th] September 2023 at 09.30 a.m.
PROXY FORM
(Pursuant to section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014)
I/We being the member(s) of Avance Technologies Limited holding __ shares, hereby appoint:
- Name: ___________ Address: ___________ Email: ______Signature: ___ or failing him/her; 2. Name: ____________ Address: __________ Email: ______Signature: ___
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 39[th] Annual General Meeting of the Company, to be held on Friday, 29[th] September 2023 at 09.30 a.m. at Sammelan Hall, A101, Samarth Complex, Jawahar Nagar, Goregaon (West), Mumbai – 400 104 and at any adjournment thereof in respect of such resolutions as are indicated below:
| Resolution No. |
Resolution | Optional* | Optional* |
|---|---|---|---|
| for | against | ||
| Ordinary Businesses: | |||
| 1. | To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended 31stMarch 2023, together with the Reports of the Board of Directors and the Auditors thereon. |
||
| 2. | To appoint a Director in place of Mr. Vasant Bhoir (DIN: 07596882) Director of the Company who retires by rotation and being eligible offers himself for re-appointment. |
||
| Special Businesses: | |||
| 3. | To approve the re-appointment of Mrs. Shakila Makandar (DIN: 06513263) as an Independent Director of the Company for a second term of five consecutive years. |
- It is optional to put an ‘X’ in the appropriate column against the Resolutions indicated in the Box.
If you leave the ‘For’ or ‘Against’ column blank against any or all Resolutions, your Proxy will be entitled to vote in the manner as he/she thinks appropriate.
Note: Notwithstanding the above, the Proxies can vote on such other items which may be tabled at the meeting by the members present.
Signed this ___day of _____2023.
Member’s Signature ________
Signature of Proxy holder __________
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Affix Re. 1
Revenue
Stamp
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Signature of Proxy holder (2[nd] ) ______
NOTE:
This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not less than 48 hours before the commencement of the Meeting.
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AVANCE TECHNOLOGIES LIMITED
AVANCE TECHNOLOGIES LIMITED
(CIN: L51900MH1985PLC035210) Registered Office : Office No. 226/227, Majestic Center, Second Floor, 144 Opera House, Mumbai – 400 004. Email: [email protected], [email protected]; Website: www.avance.in; Contact No.: +91 9594988351 39[th] ANNUAL GENERAL MEETING Friday, 29[th] September 2023 at 09.30 a.m
ATTENDANCE SLIP
I/ We hereby record my/ our presence at the 39[th] Annual General Meeting of the Company to be held on Friday, 29[th] September 2023 at 09.30 a.m. at Sammelan Hall, A101, Samarth Complex, Jawahar Nagar, Goregaon (West), Mumbai – 400 104.
| DP ID No.* | L.F. No. |
|---|---|
| Client I.D. No.* | No. of Shares Held |
| Name: Address: |
|
| If Shareholder(s), Please Sign Here: | If Proxy, Please sign here: |
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AVANCE TECHNOLOGIES LIMITED
ROUTE MAP FOR 39[TH] ANNUAL GENERAL MEETING
Date Day Time Address
: 29[th] September 2023 : Friday : 09.30 a.m. : Sammelan Hall, A101, Samarth Complex, Jawahar Nagar, Goregaon (West), Mumbai – 400 104.
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