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Borosil Limited — AGM Information 2024
Sep 24, 2024
59157_rns_2024-09-24_c9fbb361-abd3-4e6d-a942-92080b2a2d68.pdf
AGM Information
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September 24, 2024
BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block -G, Dalal Street, Mumbai - 400 001 Bandra Kurla Complex, Scrip Code: 543212 Bandra (East), Mumbai - 400 051 Symbol: BOROLTD
Sub: Intimation under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "Listing Regulations")
Dear Sirs,
We hereby inform you that the 14[th] Annual General Meeting (the "AGM") of the Company was held today i.e. Tuesday, September 24, 2024, through Video Conference/Other Audio-Visual Means to transact the business as stated in the Notice dated September 2, 2024, convening the AGM.
The AGM commenced at 11.00 a.m. (IST) and concluded at 12:18 p.m. (IST) (including the time allowed for e-voting at the AGM).
In this regard, please find enclosed the Summary of the proceedings of the AGM in enclosed Annexure A , pursuant to Regulation 30 read with Para A, Part A of Schedule Ill of the Listing Regulations.
The e-voting results (remote e-voting and e-voting during the AGM) along with the Consolidated Scrutiniser’s Report will be intimated separately.
You are requested to take the same on record.
Thanking you,
Yours faithfully,
For Borosil Limited
Anshu Digitally signed by Anshu Arvind Arvind Agarwal Date: 2024.09.24 Agarwal 18:33:28 +05'30'
Anshu Agarwal Company Secretary & Compliance Officer FCS: 9921
Encl: as above
Annexure A
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Summary of the proceedings of the 14[th] Annual General Meeting
A. Date, time and venue of the Annual General Meeting
The 14[th] Annual General Meeting (“ Meeting ”) of Borosil Limited (the “ Company ”) was held today, i.e., Tuesday, September 24, 2024, through Video Conference (“ VC” )/Other Audio-Visual Means (“ OAVM” ) in compliance with the applicable circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India and as per the applicable provisions of the Companies Act, 2013 (the " Act ") and the Rules framed thereunder. The Meeting commenced at 11:00 a.m. (IST) and concluded at 12:18 p.m. (IST) [including the time allowed for e-voting at the Meeting].
B. Summary of proceedings
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The Meeting was chaired by Mr. Pradeep Kumar Kheruka, Chairman of the Company and Stakeholders Relationship Committee. He welcomed the shareholders to the 14[th] Annual General Meeting of the Company and informed that the Meeting was being held through VC/OAVM. He further informed that the Notice of the Meeting along with the Integrated Annual Report for FY 2023-24 was circulated to the shareholders electronically, as permitted under the applicable circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India. Since there was no physical attendance of the shareholders, the requirement of appointing proxies was not applicable. The Registers and other documents, as referred in the Notice of the Meeting, were available for inspection.
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The requisite quorum being present, the Chairman called the Meeting to order. Along with him, Mr. Shreevar Kheruka - Vice Chairman, Managing Director and CEO, Ms. Anupa Sahney - Independent Director and Chairperson of the Audit Committee, Mr. Kewal Handa - Independent Director, Kanwar Bir Singh Anand - Independent Director and Chairman of the Nomination and Remuneration Committee, Ms. Anshu Agarwal - Company Secretary and Compliance Officer and Mr. Anand Sultania - Chief Financial Officer were also present at the Registered Office of the Company. Mr. Rajesh Kumar Chaudhary - Whole Time Director, attended the Meeting through VC. Several members of the Company’s Senior Management Team were also present. The representatives of M/s. Chaturvedi & Shah LLP, Chartered Accountants, Statutory Auditors and Secretarial Auditor and Scrutiniser were also present at the Meeting through VC from their respective locations.
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The Notice of the Meeting was taken as read. The Chairman informed the shareholders that the Statutory Auditors' Reports on the standalone and consolidated financial statement and Secretarial Audit Report of the Company for the financial year ended March 31, 2024, did not have any qualification, reservation, adverse remark or disclaimer, and accordingly, were taken as read.
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The shareholders were briefed on the business affairs of the Company including performance highlights for FY 2023-24 and other related matters. They were informed about the remote e- voting facility, which was provided to them from Friday, September 20, 2024 [09:00 a.m. (IST)] up to Monday, September 23, 2024 [05:00 p.m. (IST)]. They were also informed that the facility of e-voting was open during the Meeting for those shareholders who had not cast their votes through remote e-voting.
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- The shareholders were briefed on the following proposals set forth in the Notice of the Meeting dated September 2, 2024:
Ordinary Business:
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i. To consider and adopt (a) the audited standalone financial statement of the company for the financial year ended March 31, 2024, the reports of the Board of Directors and Statutory Auditor thereon; and (b) the audited consolidated financial statement of the company for the financial year ended March 31, 2024 and report of the Statutory Auditor thereon (by way of ordinary resolutions).
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ii. To approve re-appointment of Mr. Rajesh Kumar Chaudhary, who retires by rotation and being eligible, offers himself for re-appointment (by way of an ordinary resolution).
Special Business:
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iii. To approve purchase of glassware products from Borosil Scientific Limited (by way of an ordinary resolution).
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iv. To approve purchase and sale of raw materials, packing materials, stores, spares, other finished goods & services and functional support / shared services transactions between the Company & Borosil Scientific Limited (by way of an ordinary resolution).
It was highlighted to the shareholders that the objectives and implications of each resolution were as per the provisions of the Act and / or SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015 and / or as provided in the explanatory statement annexed to the Notice of the Meeting. The shareholders were then encouraged to exercise their voting rights on the resolutions.
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During the Q&A session, the speakers expressed their views and posed few questions relating to the Company’s business affairs, which were appropriately addressed.
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After the Q&A session, the Chairman thanked the shareholders for attending the Meeting. It was informed that e-voting results along with the consolidated scrutiniser’s report would be placed on the website of the Company, on the websites of the Stock Exchanges and also on the website of National Securities Depository Limited, the agency appointed by the Company for e-voting facility.
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The facility of e-voting was thereafter kept open for another 15 minutes for the shareholders to exercise their voting rights. The Meeting concluded after expiry of the said 15 minutes.
Note: This document does not constitute minutes of the Annual General Meeting of the Company.