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Centum Electronics Ltd — AGM Information 2023
Aug 11, 2023
61011_rns_2023-08-11_05f95435-749d-46e4-9b00-0ce9317bd96d.pdf
AGM Information
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11[th] August 2023
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Ref: CEL/NSEBSE/AGM/11082023
To,
Listing Department, Department of Corporate Services – Listing, National Stock Exchange of India Limited, BSE Limited, Exchange Plaza, P. J. Towers, Bandra Kurla Complex, Dalal Street, Bandra (East), Mumbai – 400 051 Mumbai – 400 001
Re: Scrip Symbol: CENTUM/ Scrip Code: 517544
Dear Sir/ Madam,
Sub: Proceedings of the Thirtieth Annual General Meeting held on 11[th] August, 2023
Pursuant to the provisions of Regulation 30 read with Schedule III Para A of Part A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby inform you that the 30th Annual General Meeting (AGM) of the Members of Centum Electronics Limited (‘the Company’) was held on Friday, 11th August 2023 at 4:30 PM (IST) through Video Conference (VC) / Other Audio- Visual Means (OAVM). The Meeting commenced at 4:30 PM and concluded at 06.09 PM.
Brief Proceedings of the AGM as per Regulation 30 read with Schedule III, Para A, Part A, of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is provided in enclosed.
Kindly note that the voting results will be announced upon the receipt of Scrutinizer’s Report and will be submitted as per Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Kindly take this on record
Yours faithfully, For Centum Electronics Limited
Digitally signed by INDU H S INDU H S Date: 2023.08.11 22:38:05 +05'30'
Indu H S
Company Secretary & Compliance Officer
Encl: as above
Centum Electronics Limited
44, KHB Industrial Area, Yelahanka New Town, Bangalore - 560 106, Karnataka, India
Tel +91-(0)80-4143-6000 Fax +91-(0)80-4143-6005 Website www.centumelectronics.com E-mail [email protected] CIN - L85110KA1993PLC013869
CENTUM ELECTRONICS LIMITED
SUMMARY OF THE PROCEEDINGS OF THE 30TH ANNUAL GENERAL MEETING HELD ON FRIDAY, 11TH AUGUST, 2023 FROM 4:30 P.M TO 06:09 P.M. THROUGH VIDEO CONFERENCING FACILITY
Present :
| SI No. |
Name | Designation | Participated in the Video Conferencing from |
|---|---|---|---|
| 1. | Mr. Apparao V Mallavarapu |
Chairman & Managing Director |
Registered and Corporate Office, Bangalore |
| 2. | Mr. Nikhil Mallavarapu | Executive Director | |
| 3. | Mr. Manoj Nagrath | Independent Director and Chairman of the Audit Committee, Nomination & Remuneration Committee and Stakeholders’ RelationshipCommittee |
|
| 4. | Mr. Rajiv C Mody | Independent Director | Residence,Bangalore |
| 5. | Mr. Pranav Kumar N Patel | Independent Director and Chairman of Risk Management Committee |
Residence - Cincinnati United States |
| 6. | Ms.Tanya Mallavarapu | Non-Executive Non Independent Director |
Registered and Corporate Office, Bangalore |
| 7. | Mr. Thiruvengadam P | Independent Director and Chairman of Corporate Social ResponsibilityCommittee |
Registered and Corporate Office, Bangalore |
| 8. | Ms. V Kavitha Dutt | Independent Director | Office of KCP Limited, Chennai |
In Attendance – Key Managerial Personnel
| SI. No | Name | Designation | Participated in the Video Conferencing from |
|---|---|---|---|
| 1. | Mr. Desikan K S | Chief Financial Officer | Registered & Corporate office,Bangalore |
| 2. | Ms. Indu H S | CompanySecretary |
By Invitation
| SI. No |
Name | Designation | Remarks |
|---|---|---|---|
| 1. | Mr. Sandeep Karnani | Partner of S.R. Batliboi & Associates LLP, Statutory Auditors |
Participated through Video Conferencing |
| 2. | Ms. Aarthi G Krishna | Secretarial Auditor | |
| 3. | Mr. S P Nagarajan | Scrutinizer |
Shareholder Present at the Meeting:
A total of 51 Shareholders were present at the meeting through Video Conferencing facility.
The Company Secretary welcomed the members to the Meeting which was held through Video Conferencing as permitted by the Ministry of Corporate Affairs and Securities & Exchange Board of India. She then requested the Board of Directors and Chief Financial Officer to introduce themselves to the Shareholders.
She then briefed the Shareholders regarding the arrangements made for the meeting.
The Company Secretary further informed that the facility of remote e-voting and e-voting at the Annual General Meeting is provided in accordance with the provisions of the Companies Act, 2013 and SEBI Listing Regulations. The Company has appointed Mr. S P Nagarajan, Practicing Company Secretary, as the Scrutinizer to report on the combined voting results of remote e-voting and the instapoll for each of the items as per the Notice of the AGM.
She then requested the Chairman of the Meeting to conduct the further proceedings of the meeting.
Mr. Apparao V Mallavarapu, Chairman and Managing Director of the Company Chaired the meeting and welcomed the Members to the 30[th] Annual General Meeting of the Company.
The Chairman informed the members that the requisite quorum for the meeting was present and further declared that the meeting is in order.
He then briefed the members that the Statutory Registers as required under the provisions of the Companies Act, 2013 available for electronic inspection during the meeting. The Annual Report for the financial year 2022-23 had been circulated to all the members by email who have registered their email address.
The Chairman then delivered his speech.
Further, the Chairman invited the speaker shareholders and other members to raise their queries, if any and requested the moderator from KFin Technologies to keep the floor open for the speaker Shareholders.
He then listed down the queries sought by the Shareholders including the queries received by email and answered them together. The Chairman also requested Mr. K. S. Desikan, Chief Financial Officer and Mr. Nikhil Mallavarapu, Executive Director to provide their inputs to the Shareholders.
The Chairman ensured that all the queries are suitably responded to the Shareholders.
He then thanked all the Shareholders for taking initiative to join the meeting through video conferencing. The Chairman also thanked the Board of Directors for their participation.
The Chairman has authorized Indu H S, Company Secretary to conduct the voting procedure and conclude the meeting. He informed the members that the e-voting facility will be open for the next 15 minutes to enable those members who had not exercised their votes in the remote e-voting facility to cast their vote electronically which was provided through Instapoll during the Meeting.
He also informed the members that the results would be announced within two working days and the same will be filed with the Stock Exchanges and uploaded on the website of the Company.
The following resolutions were transacted in the meeting:
DETAILS OF RESOLUTIONS
| Resolution No | Description of the Resolutions |
|---|---|
| 1 | Adoption of Standalone Financial Statements and Reports thereon for the financial year ended 31stMarch, 2023. |
| 2 | Adoption of Consolidated Financial Statements and Reports thereon for the financial year ended 31stMarch, 2023. |
| 3 | Declaration of Dividend. |
| 4 | Re-appointment of Mr.Nikhil Mallavarapu, as a Director liable to retire by rotation. |
| 5 | Appointment of Ms.Tanya Mallavarapu (DIN:01728446) as a Director. |
| 6 | Approval of remuneration payable to M/s K.S. Kamalakara & Co., Cost Accountants, appointed as Cost Auditors for the financial year 2023-24. |