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Banswara Syntex Ltd. AGM Information 2019

Sep 28, 2019

61853_rns_2019-09-28_8cf16b4a-3faa-47a7-a223-7cc07f159193.pdf

AGM Information

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BSL/SEC/19

28th September, 2019

BSE Limited Listing Deptt. Floor 25, P.J. Towers Dalal Street MUMBAI - 400 001

National Stock Exchange of India Ltd. Listing Department Exchange Plaza Bandra-Kurla Complex Bandra (East), MUMBAI - 400 051

Scrip Code No.503722

Symbol" BANSWRAS"

Sub; Compli ance under Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015- Summary of the Proceedings of 43rd Annual General Meeting (AGM) of the Company held on 27th September, 2019.

BANSWARA

Dear Sir,

This is to inform you that the 43rd AGM of the Company was held on 27th September, 2019 at Registered Office of the Company at Industrial Area, Dahod Road, Banswara-327001 (Rajasthan), We hereby submit Summary of the proceedings of the 43rd AGM of the Company held on 27th September, 2019 at 11:00 A.M. and same is enclosed herewith.

Thanking You,

Yours Faithfully For BANSWARA SYNTEX LIMITED

(H.P. KHARWAL) COMPANY SECRETARY AND COMPLIANCE OFFICER

Encl: a/a

BANSWARA SYNTEX LIMITED CORPORATE OFFICE

5th Floor, Gopal Bhawan, 199, Princess Street, Mumbai - 400 002 Tel: +91 22 66336571-76 | Fax: +91 22 2206 4486 Email: [email protected]

REGISTERED OFFICE & MILLS

Industrial Area, Dahod Road, Banswara - 327 001 (Rajasthan) Tel: +91 2962 240690 - 93, 257676 - 81 Email: [email protected]

BANSWA

,

S u m mary of proceedin gs of the 43'" An nual General Meeting

The 43" Annual General Meeting (AGM) ofth e members of Banswara Syntex Limited (the company) was held on Friday, September 27, 2019 which commenced at 11 .00 A.M. at Industrial Area, Dahod Road, Banswara-327001 (Rajasthan) and concluded at 12.30 P.M.. The following Directors were present:

I. Shri Rakesh Mehra, Chairman and Whole Time Director

  1. Shri Shri Ravindra Kumar Toshniwal, Managing Director

  2. Shri Shaleen Toshniwal, Joint Managing Director

  3. Shri P. Kumar, Independent Director (Chairman of Audit Committee, Nomination and Remuneration Committee & Stakeholder Relationship Committee)

  4. Shri J.M. Mehta, Independent Director

Also, following KMP(S)lSMP(S) were present " In Attenda nce":

  1. Shri J.K. Rathi, President

  2. Shri J.K. Jain, Joint President & Chief Financial Officer

  3. Shri H.P. Kharwal, Company Secretary

Further, followin g persons were present "By Invitation" :

I. Shri Ashish Batta representing Mi s K G. Somani & Co., Chartered Accountant, Statutory Auditors . 2. Shri Vikas Mehta, representing Mis V.M. & Associates, Practicing Company Secretaries, Secretarial Auditors and Scrutinizer.

Members Present:

Total 44 Members were present in person (Including Authorised Representative of Corporate member s) representing 5760997 shares and 2 members were present by proxy representing 833130 shares.

Shri J.K. Jain, Joint President & Chief Financial Officer of the Company welcomed to Members of Board, Statutory Auditors, Secretarial Auditors and Shareholders ofthe Company, •

Shri Rakesh Mehra, Chairman of the Company, p laced on record his deep appreciation for valuable services of La te Shri R.L. Toshniwal to the Company and requested to observe Two minutes silence in his remembrance.

Shri Rakesh Mehra, Chairman of the Company chaired the meeting. The Company Secretary informed that the requisite quorum was present the Chairman called the meeting to order, delivered his speech and gave overview ofthe financial performance ofthe Company for the financial year ended 31" March, 20 19 and its future outlook.

The Chairman explained that Dr. S.B.'Agarwal, Shri Kamal Kishore Kacholia, Shri Vijay Mehta, Shri D.P. Garg, Shri Vijay Kumar Agarwal and Dr. Vaijayanti Ajit Pandit, Directors who were not able to attend the Meeting due to their pre-occupancy.

He stated that the Annual Report for the year 2018-19 had been sent to the members by e-mail whose email Ids were registered with the CompanyiDepositories Participant(s) I Registrar and Share Transfer Agent of , .• Oompany for communication purpose and physical copy were sent to those who had not registered

NT LI IT [) .

CO RPORATE OFFICE REGISTERED OFFICEIf MIUS 5th Roor.GOP'll Dhawon, 199.Prln<:eh Strtet. l>1umool ..400002 · hldustl lal Area.DahodRoal:t BalUwaJa • 321 oot (RaJa-'o than) Tel: +912266i36511..76 1I:u : +9122 2206 4486 Tl'I: +91'l962 240600 · \$3., 257676 ..81 l".m3il : i.nIo@ balUW".ua t& ks.c~ timall:tnto@b:uuwarofllbrla.com

An IS/ISO JOOJ: 2008Comp.ln)' I I~U916P COO l6M w w w.banswarouyntex.com

their email addre sses with the Company or Depositories Participant(s) /Registrar and Share Transfer Agent of the Compan y, and with the unanimous consent of the members present, the Notice convening the 43'd Annual General Meeting, Audited Financial Statements of the Compa ny together with the Report of Auditors and Board of Directors of the Company for the financial year ended on 31" March, 20 19 having already been circulated to the members of the Company were taken as read. The Annua l Report alon g with the various Statutory Registers were available for inspection during the course ofthe Meeting.

The Company Secretary informed the members that the facility of remote e-voting for the members to cast their votes electron ically on the resolutions as set out in the Notice of 43,dAGM were made ava ilable from 9:00 AM on 23'd September, 2019 till 5:00 PM on 26'" Septembe r, 2019. The Chairman explained the implications of the resoluti ons in detail to the members and informed that the facility for voting through physical ballot had also been provided at the AGM venue for all members who had not cast their vote electronically.

Th e Chairman then invited the members to express their view". give suggestions andmake inquiries on the operations and financial performers of the company and relatedmatters.

The Company Secretary informed that Mr. Manoj Maheshwari (FCS-3355), partner of Mis V.M. & Associates, Company Secretaries was appoin ted asthe scrutinizer by the Board of Directors to scrutinize the process ofremote e-vot ingand physical ballotatAGM in a fair and transparent manner.

The following resolutions set out in the Notice convening the 43"' AGM were put before members. Items of the business as per the Notice ofthe Annual General Meeting dated 30" May, 2019, were transacted at the meeting:

Item
No.
Age nda
Items
Resolution Type
1 fl.
Adoption of
the Audited Standalone Financial Statements ofthe
Company
31" March, 2019 together with the reports ofthe
for the financia l year ended
1B0ard of
Directors and Auditors thereon, and
Ordinary
Resolution
b. Ado ption ofthe
ofthe
Au dited Conso
lidated Financial
Statements
Company
for
the
financial
year
ended
3 1st
March,
2019
and
Auditors' report
thereon
2 Declaration of
the payment of
cividend for the year 2018-19 @ 1.00 per
EquitySharesoffacevalueRs.IO/-each
Ordinary
Resolution
3 f\ppointment ofShri
Shaleen
Toshniwal,
Whole
Time
(DIN:
Director
p0246432),
who retires by rotation and is eligible, offers himself for re-.
appointmeru
Ordinary
Resolution
4
-
of
Conflrmcd
the
payment
Remuneration
to
the
Cost
Auditors
for
th
lFinancial Year 2019-20
Ordinary
Resolution
5 Ap pointment
Mehra as Chai rman
of Shri Rakesh
and Who le Ti me
00467321) as an Indepen dent
Directo r (DIN:
Director.
Special
Resolution
6 of
Re-appo intment
Dr.
Vaijayanti
Aj it Pa nd it (DIN: 06742237) as
an
Ind ependent
Director.
Special
Reso lutio n

J.P<)/''W • )tC.

OANSWARA SYNfEX UMITE D CO RPORATE OFFICE

5th Hoor.Gopal BhoIwo.n. 199. Prln« " n~ct. Mumool . 04 00002 'Tel: +91226633651 1·76 1Fa'U +9122 2206 4-186 Email: [email protected]

REGISTERED ornce.. MiLlS Industrial Al"l'lt, Dalwd Ruatt.8answara · 321 OO l lRaJa,thlln) Tel:+912962 0G00~ \$3, 257616 - 81 Email: Into~ban..~.arafabtk:s.com

www.b llnlowatM Yll lCX.CII)t.l\ An IS/ ls 0900l::tOOltCompany I CJ N: 1.2-4JQ2 llJltlM LCOO1684

The Chairman requested to the Members to cast their vote through Ballot paper for above mentioned Resolutions, the Members casted the votes and thereafter the Ballot Boxes was closed and sealed.

The Company Secretary informed that result of Remote E-Voting and polling at AGM would be declared within 48 hours from the conclusion of the meeting and the same would be submitted/ disclosed to the Stock Exchanges and also on the website of the company and CDSL.

The Chairman extended gratitude to all Shareholders for their presence and successfully conducting the meeting and declared the meeting closed.

Thereafter, the meeting ended with a vote of thanks to the chair.

Thanking You,

Yours faithfully For BANSWARA SYNTEX LIMITED

(H.P. KHARWAL) COMPANY SECRETARY &COMPL (Membership No. A28614)

BANSW

BANSWARA SYNTEX LIMITED CORPORATE OFFICE

5th Floor, Gopal Bhawan, 199, Princess Street, Mumbai - 400 002 Tel: +91 22 66336571-76 | Fax: +91 22 2206 4486 Email: [email protected]

REGISTERED OFFICE & MILLS Industrial Area, Dahod Road, Banswara - 327 001 (Rajasthan) Tel: +91 2962 240690 - 93, 257676 - 81 Email: [email protected]

An IS / ISO 9001: 2008 Company | CIN: 1.24302RJ1976PLC001684 | www.banswarasyntex.com