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Bharat Electronics Ltd. AGM Information 2023

Aug 28, 2023

60828_rns_2023-08-28_d8083b0c-2b9a-4db8-9b57-726d88b26571.pdf

AGM Information

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प्रतिष्ठा में / To,

बीएसई लि./BSE Ltd. फिरोज जीजीबॉय टावर्स Phiroze Jeejeebhoy Towers दलाल स्ट्रीट/Dalal Street मंबई/Mumbai - 400 001

सं.No. 17565/4/SE/MUMC/SEC दिनांक / Date: 28.08.2023

महोदय / महोदया. Dear Sir/Madam,

'भारत इलेक्ट्रॉनिक्स BHARAT ELECTRONICS भारत इलेक्ट्रॉनिक्स लिमिटेड (भारत सरकार का उद्यम, रक्षा मंत्रालय) पंजीकत कार्यालय : आउटर रिंग रोड, नागवारा, बेंगलूर - 560 045, भारत Bharat Electronics Limited (Govt. of India Enterprise, Ministry of Defence) Registered Office : Outer Ring Road. Nagavara, Bangalore - 560 045, INDIA. CIN: L32309KA1954GOI000787 टेलीफैक्स/Telefax: +91 (80) 25039266 ई-मेल/E-mail : [email protected] वेब/Web : www.bel-india.in

विषय - 69वीं वार्षिक सामान्य बैठक (एजीएम) की कार्यवाही। Sub: Proceedings of 69th Annual General Meeting (AGM).

हमारे पत्र दिनांक 04 अगस्त, 2023 के क्रम में, आपको सूचित किया जाता है कि कंपनी की 69वीं एजीएम 28 अगस्त, 2023 को सुबह 10.00 बजे वीडियो कॉनफ्रेंसिंग ("वी.सी.")/ अन्य श्रव्य – दृश्य माध्यम ("ओएवीएम") द्वारा आयोजित की गई ।

In continuation to our letter dated 04th August, 2023, we wish to inform you that the 69th AGM of the Company was held on 28th August, 2023 at 10:00 a.m. through Video Conferencing (VC) / Other Audio Visual Means ("OAVM").

सेबी (सुचीकरण की बाध्यताएं और प्रकटीकरण की अपेक्षाएं) विनियम, 2015 के विनियम 30, के अनसची III के भाग-ए के पैरा-ए के उप-पैरा 13 के तहत 69वीं एजीएम की अपेक्षित कार्यवाही का सार अनुलग्नक-I में दिया गया है । Summary of the proceedings of 69th AGM as required under the Regulation 30, Sub-para 13 of Para-A of Part-A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is enclosed as Annexure-I.

सूचनार्थ व अभिलेख हेतु। This is for your information and record.

सधन्यवाद, Thanking you,

भवदीय/Yours faithfully, कृते भारत इलेक्ट्रॉनिक्स लिमिटेड For Bharat Electronics Ltd.

SREENIVAS SRIPADA

एस श्रीनिवास/S Sreenivas कंपनी सचिव/Company Secretary

संलग्रक- यथा उपरोक्त । Encls: As stated above

Annexure-I

Summary of the Proceedings of the 69th Annual General Meeting (AGNO

The 69'h Annual General Meeting (the AGM) of Members of Bharat Electronics Limited was held on Monday, the 28th August, 2023 from 10:00 a.m. through Video Conferencing (VC) / Other Audio Visual Means (OAVM).

Board of Directors & KMPs Present:

1 Srivastava
Mr Bhanu
Prakash
CMD - Additional
-
Charge
&
(Other
Director
Units)
2 Mr Manoj
Jain
-
Director
(R&D)
&
- Additiona
Director
(BG)
l Charge
3 Bhattad
Mr Damodar
S
-
Director
(Finance)
&
CFO
4 Mr Vikraman
N
Director
-
(HR)
5 Mr K V Suresh
Kumar
(Marketinq)
Director
-
6 Parthasarathi
Dr
P V
Independent
Director
-
7 S Khachariya
Mr Mansukhbhai
Independent
Director
-
Relationship
of
Stakeholders
(Chairman
Committee)
8 Santhoshkumar
Dr
N
Independent
Director
-
Nomination
of
(Chairman
and
Remuneration
Committee)
9 Mr Prafulla
Choudhury
Kumar
Independent
Director
-
of
Audit
Committee)
(Chairman
10 Shivnath
Yadav
Dr
-
Independent
Director
throuqh
-
VC
11 Mr Gokulan
Banqakandy
Independent
-
Director
12 Sinqh
Shyama
Mrs
Independent
Director
-
13 Mr S Sreenivas Secretary
-
Company

All the Directors of the Company attended the meeting except Mr T Natarajan and Dr Binoy Kumar Das, Government Nominee Directors who had expressed their inability to attend the meeting due to pre-occupation.

Details of Invitees Present:

1. Mr M Surendra
Reddy
&
M/s
-Partner
Accountants,
Chartered
Guru
&
Jana,
,
Mr Ananth
Prasad
B R
Statutory
Auditors.
2. MrThirupa
l Gorige
-
Designated
Partner, M/s Thirupal Gorige &
Scrutinizer
Associates
Secretarial
Auditor
&
LLP,
e-voting.
for
3. Acharya
Rupa
Mrs
-
Designated
Partner, Murthy & Co. LLP, Cost
Auditors.

Members Present:

The meeting was attended by One Hundred and thirty five (135) Members.

Proceedings:

Mr Bhanu Prakash Srivastava chaired the meeting and welcomed the Members & other attendees for the AGM.

The Chairman informed that , this Annual General Meeting is being held through VC/OAVM in accordance with the applicable provisions of the Companies Act, 2013, and circulars & guidelines issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI). The registered office of the Company situated at Bengaluru was deemed venue for the AGM.

The Chairman asked the Company Secretary to confirm the quorum of the meeting. The requisite quorum being present, the Chairman called the meeting to order.

The Chairman introduced the Board of Directors, Key Managerial Personnel, representative of President of India and invitees present at the meeting. The Company Secretary briefed on general instructions to the Members regarding participation in the AGM through VC/OAVM.

The Chairman thereafter addressed the Members on the performance of the Company during the financial year 2022-23. He mentioned that in compliance with the MCA Circulars and SEBI Circular, Notice of the AGM and the Integrated Annual Report for the financial year 2022-23 were circulated to all the Members whose email addresses are registered with the Company/Depositories. These documents have also been made available on the website of the Company, NSE and BSE.

With the permission of the Members present at the AGM, the Notice of the meeting, Board's Report and the Financial Statements were taken as read.

The Chairman informed that the Auditor's Report including C&AG Comments on the Annual Accounts of the Company for the financial year ended 31S1 March, 2023 did not contain any qualification, observation or comments on financial transactions or other matters, which would have adverse effect on the functioning of the Company. The Secretarial Audit Report did not contain any qualification or observation.

The Statutory Auditor and Secretarial Auditor read out their Report(s).

The Chairman informed that as per the notice of 691h AGM dated 4'h August, 2023, three (3) proposals under Ordinary Business and five (5) proposals under Special Business (Ordinary Resolutions) are proposed for approval of the Members as detailed hereunder in Table-A and advised the Company Secretary to read out the resolutions being proposed at the meeting and the same was acted upon.

The following items of business, as per the Notice of 69th AGM dated 41h August, 2023 were transacted at the meeting:

SI.
No.
Particulars of
Type
Resolution
Business:
Ordinary
1 adopt
To
consider
and
:
Ordinary
Resolution
the
the
Audited
Statement(s)
for
of
(a)
Financial
Company
the
the
the
financial
reports
of
31
2023
and
year
ended
March
thereon;
the
Directors
of
Auditors
Board
and
and
Statement(s)
the
the
(b)
Audited
Consolidated
of
Financial
the
financial
for
31
Company
year
on
2023
ended
March
and
the
reports
Auditors
thereon.
of
2 ÿ1.2
0 (120%)
the
confirm
of
interim
of
payment
To
dividend
per
equity
to
final
of
(60%)
share
dividend
? 0.60
and
declare
per
fully
the
equity
of
for
financial
share
paid
up
year
? 1 each
2022-
23.
Ordinary
Resolution
3 appoint
Srivastava
Director
of
To
place
Prakash
in
Bhanu
Mr
a
(DIN
rotation
retires
offers
: 09578183),
who
being
eligible,
by
and
re-appointment
himself
for
Ordinary
Resolution
Special Business:
4 Natarajan
(DIN
Appointment
of
Thiruvenkadam
: 00396367)
Mr
as
Director.
Ordinary
Resolution
5 Appointment
S (DIN:
of
Bhattad
Mr
Damodar
09780732)
as
Director.
Ordinary
Resolution
6 N (DIN:
Appointment
of
as Director.
10185349)
Mr Vikraman
Ordinary
Resolution
7 (DIN:
Appointment
of
Mr
K V Suresh
Kumar
10200827)
as
Director.
Ordinary
Resolution
8 Ratification
the
Remuneration
of
of
Cost
Auditor.
Ordinary
Resolution

Table-A

The Chairman then requested the Members who had registered themselves as speaker to ask questions. The Chairman and Directors replied to the queries raised by the Members and noted the constructive suggestions of the Members.

The Chairman informed that Mr. Thirupal Gorige, Practicing Company Secretary was appointed as the Scrutinizer by the Board for remote e-voting process for the AGM. Further, the Chairman requested those Members, who have not exercised the remote e-voting facility, may use the facility of e-voting during the AGM for casting their vote on the resolutions as stated in the notice of the AGM.

The Members were informed that the consolidated results of voting and the Scrutinized Report will be disseminated to the Stock Exchanges and will also be hosted on the website of the Company.

Since there was no further clarification sought, the Chairman concluded the meeting with vote of thanks at 11:10 a.m. and kept the meeting open for 30 minutes for evoting to be completed.

Note: The above should not be construed to be the minutes of the proceedings of the 69'h Annual General Meeting (AGM) of the Company.

Date: 28th August, 2023. Place: Bengaluru.