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CRISIL Ltd. — Declaration of Voting Results & Voting Rights Announcements 2021
Apr 21, 2021
58999_rns_2021-04-21_c518eb0c-330f-41f1-8261-48dcc8e31ea2.pdf
Declaration of Voting Results & Voting Rights Announcements
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April 21, 2021
National Stock Exchange of India Ltd. BSE Ltd. Exchange Plaza, 5th floor P J Towers Plot No. C/1, G Block Dalal Street Bandra-Kurla Complex Fort Bandra (East), Mumbai – 400 051 Mumbai – 400 001
Dear Sirs,
Sub.: Voting results at the 34th Annual General Meeting of CRISIL Limited
Kindly be informed that the 34th Annual General Meeting (AGM) of CRISIL Limited was held on Tuesday, April 20, 2021 at 4.00 p.m. through Video Conferencing (VC) and other audio visual means (OAVM) without the in-person presence of shareholders.
Pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as "Listing Regulations") and Circular No. CIR/CFD/CMD/8/2015 dated November 4, 2015, please find below the details regarding the voting results at the said AGM:
A. Date of the AGM
-
April 20, 2021 (Tuesday)
-
B. Total number of shareholders as on record date i.e. April 13, 2021: 31,802 (Thirty One Thousand Eight Hundred and Two)
-
C. No. of shareholders present in the meeting either in person or through proxy: NA
-
D. No. of Shareholders attended the meeting through Video Conferencing / Other Audio Visual Means:
| Shareholders | Present | Present through Authorised Representative |
Total |
|---|---|---|---|
| Promoter and Promoter Group | Nil | 3 | 3 |
| Public | 59 | 0 | 59 |
| Total | 59 | 3 | 62 |
-
E. Scrutinisers’ Report: Annexure 1
-
F. Agenda – wise disclosure of voting details: Annexure 2
-
G. Proceedings of the AGM: Annexure 3
CRISIL Limited
Corporate Identity Number: L67120MH1987PLC042363
Registered Office: CRISIL House, Central Avenue, Hiranandani Business Park, Powai, Mumbai - 400076. Phone: +91 22 3342 3000 | Fax: +91 22 3342 3001 www.crisil.com
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This may also be considered as compliance of Para A of Part A of Regulation 30 of the Listing Regulations.
Yours faithfully For CRISIL Limited
MINAL AMIT Digitally signed by MINAL AMIT BHOSALE BHOSALE Date: 2021.04.21 14:30:30 +05'30'
Minal Bhosale Company Secretary ACS 12999
Encl.: Annexure 1, Annexure 2 and Annexure 3
CRISIL Limited
Corporate Identity Number: L67120MH1987PLC042363
Registered Office: CRISIL House, Central Avenue, Hiranandani Business Park, Powai, Mumbai - 400076. Phone: +91 22 3342 3000 | Fax: +91 22 3342 3001
www.crisil.com
Annexure 1
MAKARAND M. JOSHI & CO. Company Secretaries
Ecstasy, 803/804, 8[th] Floor, City of Joy, J.S.D Road, Mulund (West), Mumbai- 400080 (Ph) 022-21678136
Consolidated Report of Scrutinizer on Remote e-voting and electronic voting at the Annual General Meeting (AGM)
To
Mr. John Lee Berisford Chairman
of 34[th ] Annual General Meeting of the shareholders of CRISIL Limited (herein after the “Company”) , held on Tuesday, 20[th] April, 2021, through video conferencing (“VC”) /other audio-visual means (OVAM)
Consolidated Scrutinizer’s Report on voting through Remote E-voting and electronic voting at the AGM in terms of provisions of the Companies Act, 2013 (herein after the “ACT”) read with the Rules issued there under and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
-
A. I, Makarand M. Joshi, Partner of M/s. Makarand M. Joshi & Co., Practicing Company Secretaries, appointed as Scrutinizer in the meeting of Board of Directors of the Company held on Tuesday, 11[th] February, 2021 to conduct the following:
-
(i) Remote e-voting process done by the shareholders of the Company pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014; and
-
(ii) Electronic Voting at the AGM under the provisions of Section 109 of the Companies Act, 2013 read with Rule 21 of the Companies (Management and Administration) Rules, 2014 at the 34[th ] AGM held on Tuesday, 20[th] April, 2021.
-
B. Pursuant to Section 101, 108 of the Act and Rule 20 of Companies (Management & Administration) Rules 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Company has confirmed that the Electronic copy of the Notice convening the 34[th ] Annual General Meeting (AGM) of the Company along with the process of electronic voting at the AGM and the remote e-voting were sent to the shareholders whose e-mail addresses are registered with the Company/Depository Participant(s) for communication purposes in compliance with MCA Circulars dated 5[th] May. 2020 read with circulars dated 8[th] April 2020, 13[th] April. 2020 and 13[th] January 2021 and SEBI Circular dated 12[th] May, 2020.
-
C. The Company had appointed National Securities Depository Limited (NSDL) for conducting the Electronic voting by the shareholders of the Company at the AGM. After the time fixed for closing of Electronic voting at AGM by the Chairman, voting was closed and votes cast were unblocked.
1
-
D. The Company had availed the remote e-voting facility provided by National Securities Depository Limited (NSDL) for conducting the remote e-voting by the shareholders of the Company. The remote e-voting commenced on Friday, April, 16, 2021 at 10:00 a.m. and end on Monday, April 19, 2021 at 5:00 p.m. and National Securities Depository Limited (NSDL) remote e- voting portal was blocked for voting thereafter.
-
E. On the basis of the votes exercised by the shareholders of the Company by way of electronic voting at the AGM of the Company held on Tuesday, 20[th] April, 2021, I have issued Scrutinizer’s Report dated 20[th] April, 2021.
-
F. On the basis of the votes exercised by the shareholders of the Company through remote e-voting. I have issued separate Scrutinizer’s Report dated 20[th] April, 2021.
| Date of AGM | 20th April 2021 |
|---|---|
| Total number of shareholders on record date (i.e. as on 13thApril, 2021) | 31802 |
| No. of shareholders present in the meeting either in person or through proxy: | |
| Promoter and Promoter group | NA |
| Public | NA |
| No. of shareholders attended the meeting through Video Conferencing: 62 | |
| Promoter and Promoter group | 3 |
| Public | 59 |
2
Resolution on Item No. 1 - Ordinary Resolution:
-
A. To receive, consider and adopt the Audited Financial Statements for the year ended December 31, 2020 together with the Reports of the Board of Directors and the Auditors thereon.
-
B. To receive, consider and adopt the Audited Consolidated Financial Statements for the year ended December 31, 2020 together with the Reports of the Auditors thereon.
| Sr. No |
Promoter/ Public |
Mode of Voting |
Total No. of Shares Held |
No. of votes polled |
% of Votes Polled on outstandin g shares |
No. of Votes - in favour |
No. of Votes – against |
% of Votes in favour on votes polled |
% of Votes against on votes polled |
|---|---|---|---|---|---|---|---|---|---|
| [1] | [2] | [3]=[(2)/(1)] *100 |
[4] | [5] | [6]=[(4)/(2)] *100 |
[7]=[(5)/(2)] *100 |
|||
| 1 | Promoter and Promoter Group |
E-Voting | 4,87,32,586 |
4,87,32,586 | 100.0000 | 4,87,32,586 | 0 | 100.0000 | 0.0000 |
| E-Voting at AGM |
0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |||
| Total | 4,87,32,586 | 100.0000 | 4,87,32,586 | 0 | 100.0000 | 0.0000 | |||
| 2 | Public - Institutional holders |
E-Voting | 1,36,94,474 |
95,97,555 | 70.0834 | 95,97,555 | 0 | 100.0000 | 0.0000 |
| E-Voting at AGM |
0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |||
| Total | 95,97,555 | 70.0834 | 95,97,555 | 0 | 100.0000 | 0.0000 | |||
| 3 | Public-Others | E-Voting | 1,02,54,355 |
6,01,733 | 5.8681 | 6,00,950 | 783 | 99.8698 | 0.1301 |
| E-Voting at AGM |
75,358 | 0.7349 | 75,358 | 0 | 100.0000 | 0.0000 | |||
| Total | 6,77,091 | 6.603 | 6,76,308 | 783 | 99.8844 | 0.1156 | |||
| Total | 7,26,81,415 | 5,90,07,232 | 81.1861 | 5,90,06,449 | 783 | 99.9987 | 0.0013 |
# No of votes polled does not include no of votes abstained & invalid votes
3
Resolution on Item No. 2 - Ordinary Resolution:
To declare final dividend on equity shares of Rs.14 per equity share and to approve and confirm the declaration and payment of three interim dividends aggregating Rs. 19 per equity share for the year ended December 31, 2020.
| Sr. No |
Promoter/ Public |
Mode of Voting |
Total No. of Shares Held |
No. of votes polled |
% of Votes Polled on outstandin g shares |
No. of Votes - in favour |
No. of Votes – against |
% of Votes in favour on votes polled |
% of Votes against on votes polled |
|---|---|---|---|---|---|---|---|---|---|
| [1] | [2] | [3]=[(2)/(1)] *100 |
[4] | [5] | [6]=[(4)/(2)] *100 |
[7]=[(5)/(2)] *100 |
|||
| 1 2 3 |
Promoter and Promoter Group Public - Institutional holders Public-Others |
E-Voting | 4,87,32,586 1,36,94,474 1,02,54,355 |
4,87,32,586 | 100.0000 | 4,87,32,586 | 0 | 100.0000 | 0.0000 |
| E-Voting at AGM |
0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |||
| Total E-Voting |
4,87,32,586 95,97,555 |
100.0000 70.0834 |
4,87,32,586 95,97,555 |
0 0 |
100.0000 100.0000 |
0.0000 0.0000 |
|||
| E-Voting at AGM |
0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |||
| Total E-Voting |
95,97,555 6,05,879 |
70.0834 5.9085 |
95,97,555 6,05,296 |
0 583 |
100.0000 99.9037 |
0.0000 0.0962 |
|||
| E-Voting at AGM |
75,358 | 0.7349 | 75,358 | 0 | 100.0000 | 0.0000 | |||
| Total | 6,81,237 | 6.6434 | 6,80,654 | 583 | 99.9144 | 0.0856 | |||
| Total | 7,26,81,415 | 5,90,11,378 | 81.1918 | 5,90,10,795 | 583 | 99.9990 | 0.0010 |
# No of votes polled does not include no of votes abstained & invalid votes
Resolution on Item No. 3 - Ordinary Resolution:
To appoint a Director in place of Mr. John Berisford (DIN 07554902), who retires by rotation and, being eligible, seeks reappointment.
| Sr. No |
Promoter/ Public |
Mode of Voting |
Total No. of Shares Held |
No. of votes polled |
% of Votes Polled on outstandin g shares |
No. of Votes - in favour |
No. of Votes – against |
% of Votes in favour on votes polled |
% of Votes against on votes polled |
|---|---|---|---|---|---|---|---|---|---|
| [1] | [2] | [3]=[(2)/(1)] *100 |
[4] | [5] | [6]=[(4)/(2)] *100 |
[7]=[(5)/(2)] *100 |
|||
| 1 2 3 |
Promoter and Promoter Group Public - Institutional holders Public-Others |
E-Voting | 4,87,32,586 1,36,94,474 1,02,54,355 |
4,87,32,586 | 100.0000 | 4,87,32,586 | 0 | 100.0000 | 0.0000 |
| E-Voting at AGM |
0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |||
| Total E-Voting |
4,87,32,586 95,70,712 |
100.0000 69.8874 |
4,87,32,586 93,51,143 |
0 2,19,569 |
100.0000 97.7058 |
0.0000 2.2941 |
|||
| E-Voting at AGM |
0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |||
| Total E-Voting |
95,70,712 6,05,884 |
69.8874 5.9086 |
93,51,143 6,05,192 |
2,19,569 692 |
97.7058 99.8857 |
2.2942 0.1142 |
|||
| E-Voting at AGM |
75,358 | 0.7349 | 75,358 | 0 | 100.0000 | 0.0000 | |||
| Total | 6,81,242 | 6.6435 | 6,80,550 | 692 | 99.8984 | 0.1016 | |||
| Total | 7,26,81,415 | 5,89,84,540 | 81.1549 | 5,87,64,279 | 2,20,261 | 99.6266 | 0.3734 |
# No of votes polled does not include no of votes abstained & invalid votes
- G. As requested by the management, I am submitting herewith a consolidated report on the results of remote e-voting together with the results of the Electronic voting facilitated at the AGM.
It is to be noted that:
-
Voting rights on the shares transferred to ‘Unclaimed Suspense Account’ and those shares transferred to the ‘Investor Education and Protection Fund’ are frozen.
-
The votes cast does not include invalid votes.
-
All the aforesaid resolutions were passed with requisite majority.
Thanking You, Yours faithfully,
For Makarand M. Joshi & Co., Practicing Company Secretaries
Digitally signed by MAKARAND MADHUSUDAN JOSHI DN: cn=MAKARAND MADHUSUDAN JOSHI, c=IN, st=Maharashtra, o=Personal, serialNumber=bea4609e399287838241404700ee8d3949 ae4badb642ed597e8360b687ca030f Date: 2021.04.20 22:43:31 +05'30'
Makarand Joshi Partner CP No. 3662 Date:20/04/2021 Place: Mumbai
For CRISIL Limited
Digitally signed ASHU by ASHU SUYASH SUYASH Date: 2021.04.20 22:51:59 +05'30'
Chairman/ Authorized Representative Date: 20/04/2021 Place: Mumbai
6
Annexure 2
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Voting details Agenda-Wise
| Name of the Company | CRISIL Limited |
|---|---|
| Date of the Annual General Meeting | April 20, 2021 |
| Total number of shareholders on cut-off date | 31,802 |
| No. of shareholders present in the meeting either in person or through proxy: |
NA |
| Promoters and Promoter Group | Not Applicable |
| Public | Not Applicable |
| No. of Shareholders attended the meeting through Video Conferencing / Other Audio Visual Means: |
|
| Promoters and Promoter Group | 3 |
| Public | 59 |
CRISIL Limited
Corporate Identity Number: L67120MH1987PLC042363
Registered Office: CRISIL House, Central Avenue, Hiranandani Business Park, Powai, Mumbai - 400076. Phone: +91 22 3342 3000 | Fax: +91 22 3342 3001 www.crisil.com
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| Ordinary Business: Item No. 1 - Ordinary Resolution for adoption of Financial Statements as set out in Item No. 1 of the AGM Notice | Ordinary Business: Item No. 1 - Ordinary Resolution for adoption of Financial Statements as set out in Item No. 1 of the AGM Notice | Ordinary Business: Item No. 1 - Ordinary Resolution for adoption of Financial Statements as set out in Item No. 1 of the AGM Notice | Ordinary Business: Item No. 1 - Ordinary Resolution for adoption of Financial Statements as set out in Item No. 1 of the AGM Notice | Ordinary Business: Item No. 1 - Ordinary Resolution for adoption of Financial Statements as set out in Item No. 1 of the AGM Notice | Ordinary Business: Item No. 1 - Ordinary Resolution for adoption of Financial Statements as set out in Item No. 1 of the AGM Notice | Ordinary Business: Item No. 1 - Ordinary Resolution for adoption of Financial Statements as set out in Item No. 1 of the AGM Notice | Ordinary Business: Item No. 1 - Ordinary Resolution for adoption of Financial Statements as set out in Item No. 1 of the AGM Notice | Ordinary Business: Item No. 1 - Ordinary Resolution for adoption of Financial Statements as set out in Item No. 1 of the AGM Notice |
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary/ Special) |
ORDINARY | |||||||
| Whether promoter/ promoter group are interested in the agenda/resolution? |
No | |||||||
| Category | Mode of Voting |
No. of shares held (1) |
No. of votes polled (2) |
% of Votes Polled on outstanding shares (3)=[(2)/(1)]* 100 |
No. of Votes – in favour (4) |
No. of Votes – against (5) |
% of Votes in favour on votes polled (6)=[(4)/(2)]*100 |
% of Votes against on votes polled (7)=[(5)/(2)]*100 |
| Promoter and Promoter Group |
E-Voting | 4,87,32,586 |
4,87,32,586 | 100.0000 | 4,87,32,586 | 0 | 100.0000 | 0.0000 |
| Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | ||
| Total | 4,87,32,586 | 100.0000 | 4,87,32,586 | 0 | 100.0000 | 0.0000 | ||
| Public- Institutions |
E-Voting | 1,36,94,474 | 95,97,555 | 70.0834 | 95,97,555 | 0 | 100.0000 | 0.0000 |
| Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | ||
| Total | 95,97,555 | 70.0834 | 95,97,555 | 0 | 100.0000 | 0.0000 | ||
| Public- Non Institutions |
E-Voting | 1,02,54,355 | 6,01,733 | 5.8681 | 6,00,950 | 783 | 99.8698 | 0.1301 |
| Poll | 75,358 | 0.7349 | 75,358 | 0 | 100.0000 | 0.0000 | ||
| Total | 6,77,091 | 6.603 | 6,76,308 | 783 | 99.8844 | 0.1156 | ||
| Total | 7,26,81,415 | 5,90,07,232 | 81.1861 | 5,90,06,449 | 783 | 99.9987 | 0.0013 |
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| Ordinary Business: Item No. 2 - Ordinary Resolution for declaration of dividend as set out in Item No. 2 of the AGM Notice | Ordinary Business: Item No. 2 - Ordinary Resolution for declaration of dividend as set out in Item No. 2 of the AGM Notice | Ordinary Business: Item No. 2 - Ordinary Resolution for declaration of dividend as set out in Item No. 2 of the AGM Notice | Ordinary Business: Item No. 2 - Ordinary Resolution for declaration of dividend as set out in Item No. 2 of the AGM Notice | Ordinary Business: Item No. 2 - Ordinary Resolution for declaration of dividend as set out in Item No. 2 of the AGM Notice | Ordinary Business: Item No. 2 - Ordinary Resolution for declaration of dividend as set out in Item No. 2 of the AGM Notice | Ordinary Business: Item No. 2 - Ordinary Resolution for declaration of dividend as set out in Item No. 2 of the AGM Notice | Ordinary Business: Item No. 2 - Ordinary Resolution for declaration of dividend as set out in Item No. 2 of the AGM Notice | Ordinary Business: Item No. 2 - Ordinary Resolution for declaration of dividend as set out in Item No. 2 of the AGM Notice |
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary/ Special) |
ORDINARY | |||||||
| Whether promoter/ promoter group are interested in the agenda/resolution? |
No | |||||||
| Category | Mode of Voting |
No. of shares held (1) |
No. of votes polled (2) |
% of Votes Polled on outstanding shares (3)=[(2)/(1)]* 100 |
No. of Votes – in favour (4) |
No. of Votes – against (5) |
% of Votes in favour on votes polled (6)=[(4)/(2)]*100 |
% of Votes against on votes polled (7)=[(5)/(2)]*100 |
| Promoter and Promoter Group |
E-Voting | 4,87,32,586 | 4,87,32,586 | 100.0000 | 4,87,32,586 | 0 | 100.0000 | 0.0000 |
| Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | ||
| Total | 4,87,32,586 | 100.0000 | 4,87,32,586 | 0 | 100.0000 | 0.0000 | ||
| Public- Institutions |
E-Voting | 1,36,94,474 | 95,97,555 | 70.0834 | 95,97,555 | 0 | 100.0000 | 0.0000 |
| Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | ||
| Total | 95,97,555 | 70.0834 | 95,97,555 | 0 | 100.0000 | 0.0000 | ||
| Public- Non Institutions |
E-Voting | 1,02,54,355 | 6,05,879 | 5.9085 | 6,05,296 | 583 | 99.9037 | 0.0962 |
| Poll | 75,358 | 0.7349 | 75,358 | 0 | 100.0000 | 0.0000 | ||
| Total | 6,81,237 | 6.6434 | 6,80,654 | 583 | 99.9144 | 0.0856 | ||
| Total | 7,26,81,415 | 5,90,11,378 | 81.1918 | 5,90,10,795 | 583 | 99.9990 | 0.0010 |
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| Ordinary Business: Item No. 3 - Ordinary Resolution for re-appointment of Mr. John Berisford as set out in Item No. 3 of the AGM Notice | Ordinary Business: Item No. 3 - Ordinary Resolution for re-appointment of Mr. John Berisford as set out in Item No. 3 of the AGM Notice | Ordinary Business: Item No. 3 - Ordinary Resolution for re-appointment of Mr. John Berisford as set out in Item No. 3 of the AGM Notice | Ordinary Business: Item No. 3 - Ordinary Resolution for re-appointment of Mr. John Berisford as set out in Item No. 3 of the AGM Notice | Ordinary Business: Item No. 3 - Ordinary Resolution for re-appointment of Mr. John Berisford as set out in Item No. 3 of the AGM Notice | Ordinary Business: Item No. 3 - Ordinary Resolution for re-appointment of Mr. John Berisford as set out in Item No. 3 of the AGM Notice | Ordinary Business: Item No. 3 - Ordinary Resolution for re-appointment of Mr. John Berisford as set out in Item No. 3 of the AGM Notice | Ordinary Business: Item No. 3 - Ordinary Resolution for re-appointment of Mr. John Berisford as set out in Item No. 3 of the AGM Notice | Ordinary Business: Item No. 3 - Ordinary Resolution for re-appointment of Mr. John Berisford as set out in Item No. 3 of the AGM Notice |
|---|---|---|---|---|---|---|---|---|
| Resolution required: (Ordinary/ Special) |
ORDINARY | |||||||
| Whether promoter/ promoter group are interested in the agenda/resolution? |
No | |||||||
| Category | Mode of Voting |
No. of shares held (1) |
No. of votes polled (2) |
% of Votes Polled on outstanding shares (3)=[(2)/(1)]* 100 |
No. of Votes – in favour (4) |
No. of Votes – against (5) |
% of Votes in favour on votes polled (6)=[(4)/(2)]*100 |
% of Votes against on votes polled (7)=[(5)/(2)]*100 |
| Promoter and Promoter Group |
E-Voting | 4,87,32,586 | 4,87,32,586 | 100.0000 | 4,87,32,586 | 0 | 100.0000 | 0.0000 |
| Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | ||
| Total | 4,87,32,586 | 100.00 | 4,87,32,586 | 0 | 100.00 | 0.00 | ||
| Public- Institutions |
E-Voting | 1,36,94,474 | 95,70,712 | 69.8874 | 93,51,143 | 2,19,569 | 97.7058 | 2.2941 |
| Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | ||
| Total | 95,70,712 | 69.8874 | 93,51,143 | 2,19,569 | 97.7058 | 2.2942 | ||
| Public- Non Institutions |
E-Voting | 1,02,54,355 | 6,05,884 | 5.9086 | 6,05,192 | 692 | 99.8857 | 0.1142 |
| Poll | 75,358 | 0.7349 | 75,358 | 0 | 100.0000 | 0.0000 | ||
| Total | 6,81,242 | 6.6435 | 6,80,550 | 692 | 99.8984 | 0.1016 | ||
| Total | 7,26,81,415 | 5,89,84,540 | 81.1549 | 5,87,64,279 | 2,20,261 | 99.6266 | 0.3734 |
Annexure 3
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Fair Summary of the proceedings at the 34th Annual General Meeting of CRISIL Limited held on April 20, 2021 at 4.00 p.m. through Video Conferencing (VC) and other audio visual means (OAVM).
The Company Secretary welcomed Members to the 34th Annual General Meeting (AGM) of the Company and informed them that the meeting was being held through video conference and other audio visual means in view of the COVID – 19 pandemic and related restrictions and the live proceedings of the AGM were also being webcast on the e-voting website of National Securities Depository Limited (‘NSDL’). The Members were also informed that the necessary registers and other certificates and documents required by law, were open for inspection during the continuance of the meeting.
Mr. John Berisford, Chairman presided over the meeting and formally commenced the proceedings of the meeting at 4.00 p.m. as the necessary quorum was present. The Chairman introduced his colleagues on the Board. The Chairman informed the members that the Company had taken all efforts reasonable under the circumstances to enable members to participate and vote on the items being considered in the meeting. The Statutory and Secretarial Auditors were also present during the meeting.
The Notice convening the AGM was taken as read. The Chairman informed the members that the Auditor’s Report on the Financial Statements of the Company for the financial year ended December 31, 2020, did not contain any qualifications, observations or comments on financial transactions or matters which had any adverse effect on the functioning of the Company. Further, the Secretarial Audit Report for the financial year ended December 31, 2020, also did not contain any qualifications, observations or comments which had any adverse effect on the functioning of the Company. Accordingly, the Auditor’s Report on the Financial Statements and the Secretarial Audit Report were not required to be read.
Thereafter, the Chairman continued with the proceedings of the meeting.
The Chairman delivered his speech and then invited members who had registered themselves as speakers to speak or ask questions pertaining to the performance of the Company during the year under review. Seventeen members thereafter addressed the meeting. The Chairman then requested Ms. Ashu Suyash, Managing Director and Chief Executive Officer to reply to the comments and queries of the members. Ms.
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Ashu Suyash replied to the comments and queries of the shareholders who had registered themselves as speakers as well as the queries received through live chat.
Thereafter, the following resolutions as set out in the Notice convening the AGM were put to vote:
| Sr. No. |
Details of the Agenda | Type of Resolution (Ordinary / Special) |
|---|---|---|
| ORDINARY BUSINESS | ||
| 1. | To receive, consider and adopt: a. the Audited Financial Statements of the Company for the year ended December 31, 2020, together with the Reports of the Board of Directors and the Auditors thereon; and b. the Audited Consolidated Financial Statements of the Company for the year ended December 31, 2020, together with the Report of the Auditors thereon. |
Ordinary |
| 2. | To declare final dividend on equity shares of Rs. 14 per equity share and to approve and confirm the declaration and payment of three interim dividends aggregating Rs. 19 per equity share for the year ended December 31, 2020. |
Ordinary |
| 3. | Re-appointment of Mr. John Berisford (DIN 07554902), who retires by rotation and, beingeligible, seeks re-appointment. |
Ordinary |
The Chairman requested Ms. Minal Bhosale, Company Secretary, to brief the members regarding the voting procedure at the Annual General Meeting. Ms. Bhosale informed the members that the Company had reviewed all statutory requirements and accordingly, had provided electronic voting facility to the members to exercise their right to vote by electronic means on all of the businesses specified in the Notice. The Company had provided e-voting facility to its Members to exercise their right to vote by electronic means from Friday, April 16, 2021 (10.00 a.m.) to Monday, April 19, 2021 (5.00 p.m.). As per the statutory requirements and in view of the virtual format of the meeting, voting by show of hands was not permitted at the General Meeting where e-voting had been offered to the Members. Therefore, for those shareholders who had not exercised their right to vote by remote e-voting, the facility for electronic voting was also made available during the AGM and 30 minutes after the conclusion of the meeting.
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For the purpose of e-voting, the voting rights were reckoned as of April 13, 2021, which was the cut-off date. She informed the shareholders that the combined results of remote e-voting and e-voting during the Annual General Meeting shall be announced on or before April 22, 2021 by intimation to the Stock Exchanges and would be displayed on the website of the Company, www.crisil.com and also on the website of NSDL, viz https://www.evoting.nsdl.com/.
The Chairman then informed the members that all the business of the meeting having been completed, the meeting was concluded. He thanked all the members for their participation in continued support to the Company. The meeting concluded at 6.03 p.m.
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