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California Software Co. Ltd. AGM Information 2022

Sep 29, 2022

63642_rns_2022-09-29_86642b2c-8a66-4d9e-80a6-6a5f708142e2.pdf

AGM Information

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CIN: L72300TN1992PLC022135 Registered Office: Workflo, Greeta Towers, Industrial Estate, Perungudi, OMR Phase 1, Chennai 600096 Phone +91 94448 60882 Email: [email protected] www.calsoftgroup.com/www.calsof.com

Date: September 29, 2022

To,

National Stock Exchange of India Limited BSE Limited Symbol - "CALSOFT" Scrip Code No. "532386" Exchange Plaza, Bandra Kurla Complex, P. J. Towers, Dalal Street, Bandra (East), Mumbai - 400 051 Fort, Mumbai – 400 001

Sub.: Outcome of the 30thAnnual General Meeting of California Software Company Limited held on 29 th September 2022 through Video Conferencing (VC) – Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulation 2015 as amended – reg.

Dear Sir/Madam,

With reference to our letter dated September 06, 2022 providing intimation on the 30th Annual General Meeting ("AGM") of California Software Company Limited scheduled on Thursday, September 29, 2022 at 11.00 a.m. (IST) through Video Conference ("VC") / Other Audio Visual Means ("OAVM"), we would like to inform that the AGM was duly held and business was transacted thereat as per the Notice of the AGM dated September 6, 2022 in terms of the General Circular No. 02/2022 and No. 03/2022 dated 5th May, 2022 read with General Circulars dated April 8, 2020, April 13, 2020 and January 13, 2021 issued by the Ministry of Corporate Affairs("MCA") and in compliance with the provisions of the Companies Act, 2013 ("the Act") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").

In this connection, please find enclosed, the summary of proceedings of the 30th AGM pursuant to Regulation 30 read with Part A of Schedule III of the SEBI Listing Regulations.

The Voting results along with the scrutinizer report shall be filed by the Company in due course. Kindly take the above information on your record.

Thanking you,

Yourssincerely, ForCalifornia Software Company Limited

Vasudevan Mahalingam

Managing Director

CIN: L72300TN1992PLC022135 Registered Office: Workflo, Greeta Towers, Industrial Estate, Perungudi, OMR Phase 1, Chennai 600096 Phone +91 94448 60882 Email: [email protected] www.calsoftgroup.com/www.calsof.com

CERTIFIED COPY OF SUMMARY OF PROCEEDINGS OF THE 30TH ANNUAL GENERAL MEETING OF THE MEMBERS OF CALIFORNIA SOFTWARE COMPANY LIMITED HELD ON THURSDAY, THE 29TH SEPTEMBER 2022 AT 11.00 AM THROUGH VIDEO CONFERENCING ("VC") / OTHER AUDIO VISUAL MEANS ("OVAM')

  1. Pursuant to Regulation 30 read with Para A of Schedule III to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), it is hereby informed that the 30th Annual General Meeting ("AGM") of the Company was duly held on September 29, 2022 at 11.00 A.M. through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM").

  2. Dr M. VASUDEVAN, Managing Director, chaired the meeting. The number of shareholders as on cutoff date i.e., September 22, 2022 was 13482.

  3. The Chairman called the meeting to order as requisite quorum was present and he introduced the Directors, Secretarial Auditors and Statutory Auditors attending the meeting.

  4. The Chairman thanked the shareholders for joining the meeting and informed that the meeting is being held through VC/OAVM in compliance with the circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India.

  5. With the consent of the members present at the meeting, the notice convening the 30th Annual General Meeting, the Directors' Report, Statutory Auditors' Report and the Financial Statements for the financial year ended March 31, 2022 were taken as read. The Standalone and Consolidated Reports of the Independent Auditors for the financial year ended March 31, 2022 do have qualification.

  6. The Chairman delivered his speech and briefed the Members on the Operational and Financial performance of the Company for the financial year ended 31st March, 2022 and outlined the Company's expansion plans and strategies. He expressed confidence that the Company's performance would further improve in the current year. The Chairman after delivering his short speech, asked the Company Secretary to explain the process of voting on the resolutions in the meeting.

  7. The Chairman informed the members that pursuant to the provisions of the Companies Act, 2013, the Rules framed there under and the SEBI LODR 2015, the Company had provided the remote e-voting facility to the members of the Company in respect of the resolutions to be passed at the meeting. The remote e-voting commenced on September 26, 2022 at 10:00 hrs. and ended on September 28, 2022 at 17:00 hrs.

CIN: L72300TN1992PLC022135 Registered Office: Workflo, Greeta Towers, Industrial Estate, Perungudi, OMR Phase 1, Chennai 600096 Phone +91 94448 60882 Email: [email protected] www.calsoftgroup.com/www.calsof.com

  1. He further informed that, e-voting facility during the meeting has been made available through the voting page of NSDL e-voting website for the members present via VC/OAVM and who had not casted their vote through remote e-voting.

  2. The Company had appointed S.Dhanapal & Associates, Practising Company Secretaries, Chennai, as the scrutinizer for the purpose of scrutinizing the process of remote e-voting and e-voting process during the AGM.

  3. The Chairman invited comments and questions from the Members, who had registered themselves as Speakers. Queries raised by the Members with respect to Financial Statements, business operations, impact of COVID-19 etc., were answered by the Chairman and Managing Director and CFO.

S.No. Businesses Resolution Type
1. Adoption ofaudited standalone and consolidated Ordinary Resolution
financial statements
2. Appointment of Mr. Frederick Ivor Bendle (DIN: Ordinary Resolution
03156399) Chairman and Non-Executive Director of
the Company, who retired by rotation
3. Appointment of M/s. M.K.Dandeker & Co., Chartered Ordinary Resolution
Accountants as the Statutory Auditors of the Company
4. Re-appointment of Dr. Mahalingam Vasudevan as Ordinary Resolution
Managing Director
  1. The following businesses were transacted at the 30th Annual General Meeting:

  2. The Chairman conducted the voting procedure and informed that the requisite quorum was present throughout the meeting.

  3. The members were informed that the e-voting facility will remain open for the next 15 minutes and the consolidated voting results cast through remote e-voting and e-voting at the Annual General Meeting on all resolutions once finalized shall be communicated to the Stock Exchanges viz., BSE Limited and National Stock Exchange of India Limited and also placed on the Company's website www.calsof.com after receiving the Report from the Scrutinizer within 48 hours of conclusion of the Annual General Meeting of the Company.

CIN: L72300TN1992PLC022135 Registered Office: Workflo, Greeta Towers, Industrial Estate, Perungudi, OMR Phase 1, Chennai 600096 Phone +91 94448 60882 Email: [email protected] www.calsoftgroup.com/www.calsof.com

  1. The Chairman thanked the Members, Directors, Secretarial and Statutory Auditors for attending the meeting.

  2. The meeting concluded at 12.27 hrs.

Kindly take the above intimation on record.

For California Software Company Limited

Dr Vasudevan Mahalingam Chief Executive Officer &Managing Director