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BF Utilities Ltd. AGM Information 2021

Oct 8, 2021

60768_rns_2021-10-08_6d8d5a9b-9cd0-4b69-b709-f4c1cef65e72.pdf

AGM Information

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BF UTILITIES

CIN:L40108PN2000PLC015323

SECT/NSE/BSE/ October 8, 2021

National Stock Exchange of India Ltd. Exchange Plaza, Bandra-Kurla Complex Bandra (E), Mumbai - 400 051 Mumbai - 400 001. · SYMBOL- BFUTILITIE Scrip Code - 532430

Bombay Stock Exchange Ltd. Phiroze Jeejeebhoy Tower Dalal Street,

Dear Sir,

Sub:- Minutes of the 21st Annual General Meeting

We are sending herewith copy of the Minutes of the 21st Annual General Meeting of BF Utilities Ltd. held on Wednesday, 29th September, 2021 through Video Conference (VC) / Other Audio Visual Means (OAVM) facility.

Thanking You,

Yours Faithfully, For BF Utilities Limited

~-

B. S. Mitkari Company Secretary

Encls - as above.

BF UTILITIES LIMITED ·MUNDHWA, PUNE CANTONMENT, P~NE 411 036, MAHARASHTRA, INDIA

' · 1Website : www.bfutilities.com

Phone: +91-020-26725257 Email:Secr,[email protected]

MINUTE BOOK ... PAGENO. ·

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HELDAT_~~---------~ON ______ TIME ____
MINUTES OF THE TWENTY FIRST ANNUAL GENERAL MEETING OF THE
MEMBERS OF BF UTILITIES LIMITED HELD ON WEDNESDAY, THE 29TH
DAY OF SEPTEMBER, 2021 AT 11.00 A. M. AND CONCLUDED AT 11.35
A.M.' HELD THROUGH VIDEO CONFERENCE {"VC") / OTHER AUDIO
VISUAL MEANS {"OAVM") FACILITY.
l PRESENT:
MR. B. N. KALYANI
1.
CHAIRMAN AND MEMBER
MR. B. B. HATTARKI
2.
DIRECTOR
3 MS. A A SATHE DIRECTOR
4.
MR. S. K. ADIVAREKAR
DIRECTOR
5.
MR. B. S. MITKARI
DIRECTOR, CEO/CFO & Company Secretary
total 56 Members as recorded in the VC system.
L Statutory Auditors :
Mr. C. K. Joshi and Mr. Prakash Apte, of Mis. Joshi Apte & Co.,. Chartered
Accountant
Scrutinizer :
Mr. Sridhar Mudallar, of SVD & Associates, Campany Secretaries.
All the above Directors, Members, Auditors and Scrutinizers _attended on VC
System
Mr. B. S. Mitkari, Company Secretary welcomed the members and briefed the
members about participation and voting at the meeting through VC I OAVM and
confirmed that the requisite quorum ls present for the meeting.
He also informed that the remote e-Vating facility was provided to-the members
from 26th September to 28th September, 2021. The members who have not ·
voted earlier can cast their votes now and this e-Votirig facility will remain open
for 15 minutes after the conclusion of this meeting.
After that Mr. B. N. Kalyani Chairman of the Company chaired the meeting. The
Chairman welcomed the members and as the requisite quorum was present,
called the meeting in order. The Directors present, introduced themselves.
L The Chairman informed that the Statutory Auditors, Secretarial Auditors,
CEO/CFO and Campany Secretary are also participating in· the AGM through
Video Conferencing from their respective locations.
·
The Chairman informed that due ta spread of COVID-19 and social distancing
norms, the AGM is held through VC / OAVM, which is in compliance with the

' ' ' 0

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·,

CHAIRMAN'.S INITIALS

HELDAT ______________ ON

directions issued by Ministry of Corporate Affairs and SEBI. Since this AGM is being held through Video Conferencing without physical attendance of Members at a common venue, the requirement of appointing proxies by the Members is not applicable: The Registers and documents referred to in the AGM Notice were available for inspection of the. members on the Company's website.

With the permission of the members, Notice of the AGM was taken as read. Since there were no audit qualifications . by Statutory Auditors, with the permission of the members, Auditor's Report was taken. as Tead. The Chairman informed that Secretarial Audit Report is attached to the 21s.t Annual Report.

The Chairman then delivered the speech.

The Members who registered themselves as "Speakers" spoke during the meeting and sought some clarifications. The same were duly replied by Chairman. The Chairman proceeded with the resolutions, set out at Sr. No.1 to 3 in the Notice of AGM dated August 11, 2021.

The Chairman informed. that. the members who have not casted their votes through Remote e-Voting can exercise their votes at the AGM and the e-Voting facility will remain open for 15 minutes after conclusion of the· meeting and will be disabled thereafter. ·

The members were informed that Mr. Sridhar Mudaliar, Practicing Company Secretary has been appointed as the Scrutinizer to scrutinize. the votes cast through · remote e-Voting and at this meeting .. The Chairman authorised Company Secretary to declare the results of e-Voting on receipt of Scrutinizer's Report within 48 (forty eight) hours of conclusion of the meeting and the same·· ' shall be forwarded to the Stock Exchanges and also . uploaded on the Company's website and on .the website of NSDL.

There being no business, Chairman concluded the meeting with · a . vote of· thanks to the Directors and members present for attending the AGM.

The meeting concluded at 11.35. a,m. (including the time allowed for e-voting at . theAGM)

The Company Secretary on receipt of the Scrutinizer's Report, summarized the votes cast "in favour of' or "against" the resolutions as stated below, based on the reports generated from the e-voting system provided by National Securities Depository Limited.

MINUTE BOOK

$\mathcal{O}(\sqrt{2})$

HELDAT

PAGE NO.

TIME

1.

Agencies 220-25061804

Rutes

To consider and adopt:

a) the audited standalone financial statements of the Company for the Financial Year ended March 31, 2021, the reports of the Board of Directors and Auditors thereon. b) the audited consolidated financial statements of the Company for the Financial Year ended

ON

March 31, 2021 and the report of the Auditors thereon.

Resolution Required Ordinary Resolution
Whether promoter/promoter group are
interested in the agenda/resolution?
No
Result Passed with Requisite Majority
Category Mode of
Voting
No.
shares ·
heid
of No. of votes
boiled
% of Votes No.
Polled on
butstandi
ng shares
$Notes -$
favour
of No.
in Notes $-$
Against
of % of Votes % of Votes
in favour against on
votes
on
bolled
kotes
boiled
$[1]$ $[2]$ [3]={[2]/[1
J}*100
[4] [5] [[6]={[4]/[2
1}*100
$[7] = { [5] / [2]$
]}*100
Promoter E-Voting 20049565 95.0666 20049565 o 100.0000 0.0000
land Poll O 0.0000 0 Ò 0.0000 0.0000
Promoter
Group
Postal
Ballot
21090015 ٥ 0.0000 0 0 0.0000 0.0000
lī otai 20049565 95.0666 20049565 0 100.0000 0.0000
E-Voting 26934 18.7345 26934 $\Omega$ 100.0000 0.0000
Public Poli 0 0.0000 ٥ $\mathbf{O}$ 0.0000 0.0000
Institution Postal
Ballot
143767 0 0.0000 o $\mathbf o$ 0.0000 0.0000
lTotal 26934 18.7345 26934 o 100.0000 0.0000
E-Voting 16433846 1579741 9.6127 1574017 5724 99.6377 0.3623
Public Non
nstitution
Þoll 0 0.0000 O 0 0.0000 0.0000
ÍPostal
Ballot
o 0.0000 0 O 0.0000 0.0000
Total 1579741 9.6127 1574017 5724 99.6377 0.3623
Total 37667628 21656240 57.4930 21650516 5724 99.9736 0.0264

In view of the above voting results, the following resolution was considered as passed with requisite majority as an Ordinary Resolution :

"RESOLVED THAT the Audited Standalone and Consolidated Financial Statements of the Company for the year ended 31st March, 2021
together with schedules and notes and the Directors' Report and Auditors' Report attached thereto be and the same are hereby approved and adopted"

CHAIRMAN'S INITIALS

MINUTE BOOK

HELD AT

TIME ON

2.

-2 020-2606180

Appointment of Mr. B. S. Mitkari, (DIN : 03632549) as a Director, who retires by rotation, and being eligible, offers himself for re-appointment

Resolution Required Ordinary Resolution
Whether promoter/promoter group are
interested in the agenda/resolution?
Result Passed with Requisite Majority
Category Mode of
Voting
No. of
shares held
Wo. of votes
polled
% of Votes
Polled on
outstandi
ng shares
No. of
Votes ~ in
favour
No. of
$V$ otes –
Against
% of Votes
in favour
on votes
polled
% of
Votes
against
on votes
polled
$[1]$ [2] $[3]{=}{[2]/[1]}$
1*100
[4] $[5] % \includegraphics[width=\textwidth]{images/TransY.pdf} \caption{The first two different values of $S$, with the same time, and the second two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two different values of $S$. The first two$ [6]={[4]/[2] [7]={[5]/[
}*100
2]}*100
E-Voting 21090015 20049565 95.0666 20049565 0 100.0000 0.0000
Promoter
þnd
Poll 0 0.0000 O O 0.0000 0.0000
Promoter
Group
Postal
Ballot
٥ 0.0000 0 0 0.0000 0.0000
iTotal 20049565 95.0666 20049565 0 100.0000 0.0000
E-Voting 26934 18.7345 26934 0 100.0000 0.0000
Public Poli o 0.0000 0 o 0.0000 0.0000
Institution Postal
Ballot
143767 0 0.0000 0 0 0.0000 0.0000
Total 26934 18,7345 26934 0 100.0000 0.0000
E-Voting 1579617 9.6120 1573774 5843 99.6301 0.3699
Public Non Poll 0 0.0000 0 o 0.0000 0.0000
Institution Postal
Ballot
16433846 0 0.0000 0 0 0.0000 0.0000
Total 1579617 9.6120 1573774 5843 99.6301 0.3699
Total 37667628 21656116 57.4926 21650273 5843 99.9730 0.0270

In view of the above voting results, the following resolution was considered as passed with requisite majority as an Ordinary Resolution :

"RESOLVED THAT Mr. B. S. Mitkari (DIN: 03632549), Director of the Company, who retires by rotation and being eligible, be and is hereby reappointed as a Director of the Company, liable to retire by rotation."

CHAIRMAN'S INITIALS

MINUTE BOOK

$\sim$ 3 $^{\circ}$

PAGE NO.

HELDAT

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ON TIME $\overline{\mathbf{3}}$ Appointment of Statutory Auditors Resolution Required Ordinary Resolution Whether promoter/promoter group are No interested in the agenda/resolution? Result Passed with Requisite Majority Category Mode of $\overline{No. of}$ No. of votes % of Votes No. of % of Votes % of Votes $N_0$ . of Voting shares polled Polled on Votes – In Votes – in favour against on held outstandi favour Against on votes votes ng shares polled polled 面 $\overline{[2]}$ $133 = 121/11$ $[4]$ $\overline{151}$ [[6]={[4]/[2]|[7]={[5]/[2] $}100$ }*100 }*100 100,0000 E-Voting 20049565 95.0666 20049565 0 0,0000 Promoter 0.0000 and ااهد $\mathbf 0$ 0.0000 $\bf{0}$ O 0.0000 21090015 Promoter 0.0000 Postal Ballot $\mathbf 0$ $\pmb{0}$ 0 0.0000 0.0000 kroup 20049565 $\mathbf{o}$ 100.0000 0.0000 Total 20049565 95.0666 100.0000 E-Voting 26934 18.7345 26934 0 0.0000 ublic 1loc 0.0000 $\mathbf{0}$ 0.0000 0.0000 $\mathbf{o}$ $\mathbf 0$ 143767 Institution Postal Ballot 0.0000 Ó 0.0000 0.0000 $\Omega$ $\theta$ 18.7345 26934 $\mathbf{0}$ 100,0000 $0.0000$ IetoT 26934 -Voting 1579741 9.6127 1574006 5735 99.6370 0.3630 Public Non llo' 0.0000 0.0000 0.0000 $\Omega$ $\Omega$ $\Omega$ Institution 16433846 ostal Ballot $\mathbf{o}$ 0.0000 $\overline{\mathbf{0}}$ 0 0.0000 0.0000 Total* 1579741 9.6127 1574006 5735 99.6370 0.3630

In view of the above voting results, the following resolution was considered as passed with requisite majority as an Ordinary Resolution:

57.4930

21650505

5735

99.9735

21656240

"RESOLVED THAT pursuant to Sections 139, 142 of the Companies Act, 2013 ("Act") and other applicable provisions, if any, of the said Act and Companies (Audit and Auditors) Rules, 2014 made thereunder and other applicable rules, if any, under the said Act (including any statutory modification(s) or re-enactment thereof for the time being in force) M/s.G. D. Apte & Co., Chartered Accountants (Firm Registration No. 100515W). be and are hereby appointed as the Statutory Auditors of the Company commencing from the conclusion of this Annual General Meeting till the conclusion of Twenty Sixth Annual General Meeting at a remuneration to be fixed by the Audit Committee and/or Board of Directors of the Company, in addition to the re-imbursement of applicable taxes and actual out of pocket and travelling expenses incurred in connection with the audit and billed progressively."

The Meeting concluded with a vote of thanks to the Chair

37667628

B. N. Kalyani Chairman of the Meeting DIN: 00089380 $9.1$ r V

Place: Pune Date: $08 \mid 10 \mid 202 \perp$

ال الأكتاب الي الي

12020-25051804

Time

CHAIRMAN'S INITIALS

$0.0265$