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Data Patterns (India) Limited — AGM Information 2023
Aug 10, 2023
59610_rns_2023-08-10_8c8c96a4-4b8a-4fcd-97fa-bcf6081cf10a.pdf
AGM Information
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SEC/SE/045/2023-24 Date: August 09, 2023
| To National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra(E), Mumbai -400051 NSE Symbol- DATAPATTNS |
To BSE Limited 25thFloor, P.J. Towers, Dalal Street, Mumbai- 400 001 Company Code: 543428 |
|---|---|
Dear Sir / Madam,
Sub: Proceedings of the 25[th] Annual General Meeting of the Company held on Wednesday, August 09, 2023 through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”)
Pursuant to Regulation 30 read with para A of Part A of Schedule III to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, it is hereby informed that the 25[th] Annual General Meeting of the Company was duly held on Wednesday, August 09, 2023 at 11:00 AM (IST) through Video Conferencing (VC) / Other Audio Visual Means (OAVM) in accordance with the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended), Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the relevant circulars issued by the Ministry of Corporate Affairs (“MCA Circulars”) and Securities and Exchange Board of India (“SEBI Circulars”) respectively from time to time and the proceedings of the meeting is given hereunder:
Present:
The following Directors were present at the 25[th] Annual General Meeting through Video Conferencing (VC) / Other Audio-Visual Means (OAVM):
| Name of the Director | Category / Designation |
|---|---|
| Sri. Srinivasagopalan Rangarajan | Chairman & Managing Director* |
| Smt. Rekha Murthy Rangarajan | Whole-time Director |
| Sri. Vijay Ananth | Whole-time Director |
| Sri. Sowmyan Ramakrishnan | Independent Director and Chairman of the Audit and Risk Management Committee |
| Sri. Prasad Raghava Menon | Independent Director and Chairman of the Nomination and Remuneration Committee |
| Smt. Anuradha Sharma | Independent Director |
- Representative Chairman for the Stakeholders Relationship Committee as authorized by the Chairman of the said Committee due to his absence for the AGM.
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In attendance
Mr. Venkatachalam Venkata Subramanian, Chief Financial Officer
Mr. Prakash R, Company Secretary and Compliance Officer
M/s. R.G.N. Price & Co, the Statutory Auditors and Mr. A Mohan Kumar, the Secretarial Auditor, were also present at the 25[th] Annual General Meeting through VC/OAVM.
Mr. Mathew Cyriac, Nominee Director and Dr. Vadlamani Venkata Rama Sastry, Independent Director did not attend the meeting due to personal reasons.
A total of 145 members representing 32,982,049 equity shares has attended the meeting through the video conferencing / other audio-visual means.
Mr. Srinivasagopalan Rangarajan, Chairman & Managing Director welcomed all the members.
The Chairman of the meeting informed that the requisite quorum is present and he called the meeting to order.
The Chairman then introduced the Board of Directors, Chief Financial Officer, Company Secretary, Statutory Auditor, Secretarial Auditor, Cost Auditor present in the meeting through VC/OAVM facility.
The Chairman then informed that the Company has taken all feasible efforts to enable members to participate through video conference and cast their votes electronically. Further, he informed that the Members who have not cast their votes and who were participating in the meeting can cast their votes during the meeting through the e-voting system.
Thereafter, the Chairman informed that the registers as required under the Companies Act, 2013 has been made available electronically for inspection by the members during the AGM.
The Chairman further informed that since the notice of the AGM along with the audited financial statements and the Directors’ report has already been circulated to all the members, the same has been taken as read. Further, the Chairman informed that there are no adverse remarks/ observations in the Statutory Auditors Report for the financial year ended March 31, 2023 and therefore, as per Section 145 of the Companies Act, 2013, the Auditor’s Report need not be read.
The Chairman then requested the Company Secretary to take over the proceedings of the meeting.
The Company Secretary informed the members that this Annual General Meeting of the Company is being held through Video Conferencing / Other Audio Visual Means ("VC/OAVM"). Thereafter, the Company Secretary briefed certain procedural and technical information regarding the participation by the members through video conferencing / other audio-visual means.
The Chairman then took over the proceedings of the meeting.
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The Chairman then informed that the Company had provided to the Shareholders, the facility to cast their vote electronically on all resolutions set forth in the Notice of the AGM through remote e-voting facility provided by the Link Intime India Private Limited (LIIPL), which had commenced on Sunday, August 06, 2023 at 9:00 AM and ended on Tuesday, August 08, 2023 at 5:00 PM (IST). He informed that the shareholders, who are present at the AGM and had not cast their vote through remote e-voting, has been provided an opportunity to cast their votes through e-voting at the meeting. In this regard, the Board of Directors have appointed Mr. M D Selvaraj, FCS, Managing Partner of M/s. MDS & Associates LLP, Company Secretaries, Coimbatore as the Scrutinizer to conduct the remote e-voting and e-voting process at the 25[th] AGM in a fair and transparent manner and to ascertain the requisite majority.
Further, the Chairman read the remarks in the Secretarial Auditors Report for the financial year ended March 31, 2023 and drawn the attention of Members present to the comments given by the Board of Directors on the above in their report under page 39 of the Annual Report 2022-23..
He also informed that the Company has received request from few members to register themselves as speakers during the meeting and accordingly, the floor would be open to such registered speaker shareholders to raise their questions or express their views once the Chairman opens the floor for questions.
Thereafter, the Chairman briefed the performance and operations of the Company and delivered his speech.
The Chairman then read the summary along with its objective and implication of the resolutions set out in the agenda Item No.1 to 8 of the Notice of the 25[th] Annual General Meeting dated August 08, 2023 as follows;
Ordinary Business:
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Adoption of the audited standalone financial statements of the company for the financial year ended 31[st] March, 2023, together with the reports of the Board of Directors and the Auditors thereon. (Ordinary Resolution)
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Declaration of Final Dividend for the year 2022-2023. (Ordinary Resolution)
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Re-appointment of Mr. Mathew Cyriac (DIN: 01903606) as Director, who retires by rotation and being eligible offers himself for re-appointment as a Director. (Ordinary Resolution)
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Appointment of M/s. Deloitte Haskins & Sells, Chartered Accountants, as Statutory Auditors of the Company. (Ordinary Resolution)
Special Business:
-
Appointment of CMA Sunderasan, Cost Accountant, (Membership No. 11733), as Cost Auditors of the Company. (Ordinary Resolution)
-
Approval to continue the directorship of Mr. Sowmyan Ramakrishnan [DIN: 00005090], as NonExecutive Independent Director of the Company beyond the age of 75 years. (Special Resolution)
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Approval to continue the directorship of Dr. Sastry Venkata Rama [DIN: 00027875], as Non-Executive Independent Director of the Company beyond the age of 75 years. (Special Resolution)
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Approval for payment of commission to Non-Executive Directors. (Special Resolution)
The Chairman of the meeting then opened the floor for the registered speaker shareholders to raise their queries.
The Chairman briefed the procedural and technical information regarding the raising of queries by the registered speaker shareholders. The Chairman further informed that there are few shareholders registered as speakers for the 25[th] Annual General Meeting and accordingly, he asked the moderator to invite the registered speaker shareholders to express their views and raise their queries. Accordingly, the speaker shareholders raised their queries and the same were suitably answered by the Chairman, Chief Financial Officer and Whole-time Director of the Company.
Thereafter, the Chairman further informed that the e-voting facility provided by the Link Intime India Private Limited (LIIPL) would remain open for the next 15 minutes to enable the shareholders, who are present at the meeting and had not cast their votes through remote e-voting, to cast their votes electronically. He informed further that the results of the voting shall be declared by August 11, 2023 and the consolidated scrutinizer’s report along with the voting results would be submitted to the Link Intime India Private Limited (https://instavote.linkintime.co.in), National Stock Exchange of India Limited (www.nseindia.com), Bombay Stock Exchange Limited (www.bseindia.com) and would also be placed on the Company’s website (http://www.datapatternsindia.com).
The Chairman then thanked all the shareholders / Directors / Auditors, who have joined the 25[th] Annual General Meeting through video conferencing facility/other audio-visual means.
The 25[th] AGM was concluded at 12.15 PM.
Kindly take the above on record.
Thanking you,
Yours faithfully,
For DATA PATTERNS (INDIA) LIMITED
R Digitally PRAKAS signed by R H PRAKASH Prakash Raja Company Secretary and Compliance Officer Membership No. A34652
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