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Dhanuka Agritech Ltd. — AGM Information 2025
Aug 1, 2025
61335_rns_2025-08-01_d61f58ac-981e-436c-8121-f7f5bd60f4a2.pdf
AGM Information
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Date: 1[st] August 2025
Listing Department National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G. Block, Bandra- Kurla Complex, Bandra East, Mumbai-400 051
Symbol- DHANUKA
The Department of Corporate Services- Listing The BSE Ltd. Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001
Scrip Code: 507717
Subject: Proceedings of the 40[th ] Annual General Meeting of the Company held on 1[st ] August, 2025
Dear Sir,
Pursuant to sub regulation (2) of Regulation 30 read with Part A of Schedule III, of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the Proceeding of the 40[th] Annual General Meeting of the Members of M /s Dhanuka Agritech Limited (“the Company”) held on Friday, August 1, 2025 at 11:00 A.M. and concluded at 11:40 A.M. through Video Conferencing (VC).
You are requested to take the same on your records.
www.dhanuka.com. The same is also available on the website of the Company at
Kindly acknowledge the receipt.
Yours faithfully,
for Dhanuka Agritech Limited
JITIN Digitally signed by JITIN SADANA SADANA Date: 2025.08.01 16:31:00 +05'30'
Jitin Sadana Company Secretary and Compliance Officer FCS-7612
Encl.: a/a
Registered & Corporate Office : Global Gateway Towers, Near Guru Dronacharya Metro Station, MG Road, Gurugram-122002, Haryana Tel: +91-124-434-5000, Email: [email protected], Website: www.dhanuka.com CIN: L24219HR1985PLC122802
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PROCEEDINGS OF THE 40[TH] ANNUAL GENERAL MEETING OF DHANUKA AGRITECH LIMITED HELD ON 1[ST ] AUGUST, 2025
Meeting Day and Date Friday,1[st ] August 2025 Commencement Time: 11:00 A.M Conclusion Time: 11:40 A.M Venue: Held through Video conferencing (VC) or Other Audio Video Mode (OAVM)
Chairman:
Mr. Mahendra Kumar Dhanuka, Chairman of the Company Chaired the 40[th] Annual General Meeting
Mr. Rahul Dhanuka, Managing Director welcomed all the Directors/ Senior Executives/representatives of Statutory Auditors/ Secretarial Auditors/ Scrutinizer and Members present in the 40[th] Annual General Meeting of the Company.
Members attending the Meeting:
69 Members were present through Video conferencing (VC)
Directors Present:
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Mr. Mahendra Kumar Dhanuka, Chairman
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Mr. Rahul Dhanuka, Managing Director
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Mr. Manish Dhanuka, Non-Executive Director
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Mr. Ashish Saraf, Executive Director
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Mr. Sanjay Saxena, Independent Director and Chairman of Audit Committee, Stakeholders Relationship Committee and Nomination &Remuneration Committe
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Mr. Satish Kumar Gupta, Independent Director
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Ms. Namrata Gupta, Independent Director
Registered & Corporate Office : Global Gateway Towers, Near Guru Dronacharya Metro Station,
MG Road, Gurugram-122002, Haryana
Tel: +91-124-434-5000, Email: [email protected], Website: www.dhanuka.com CIN: L24219HR1985PLC122802
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Other Representatives: Mr. V K Bansal, Chief Financial Officer
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Mr. Jitin Sadana, Company Secretary & Compliance Officer
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Mr. Jalaj Soni, from M/s. S.S. Kothari Mehta
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& Company LLP, Chartered Accountants, Statutory Auditors.
Mr. Ranjeet Pandey, from M/s. Ranjeet Pandey & Associates, Secretarial Auditors.
Mr. Mr. Ashok from M/s. VAPN & Associates, Scrutinizer for E-voting
Quorum:
The requisite quorum as required under Section 103 of the Companies Act, 2013 was present throughout the Meeting.
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Mr. Mahendra Kumar Dhanuka, Chairman of the Company, Chaired the Meeting.
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Mr. Jitin Sadana, Company Secretary and Compliance Officer of the Company informed the Members that this 40[th] Annual General Meeting of the Company is held through Video Conferencing (‘VC’) in compliance with the circulars issued by the Ministry of Corporate Affairs (‘MCA’) and the Securities and Exchange Board of India (‘SEBI’) in this regard.
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The Company Secretary welcomed the Members to the Meeting and briefed them on certain points relating to the participation at the 40[th] Annual General Meeting through VC. The Company Secretary confirmed the quorum and requested the Managing Director to welcome the Board and the Members.
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Mr. Rahul Dhanuka, Managing Director of the Company welcomed the Members of the Board, Senior Executives and the authorized representatives of Statutory Auditors, Secretarial Auditors, and Scruitnizers for e-voting.
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Thereafter, Mr. Jitin Sadna, Company Secretary & Compliance Officer of the Company, marked the attendance of the Board Members, who individually confirmed their names and respective locations of participation.
Registered & Corporate Office : Global Gateway Towers, Near Guru Dronacharya Metro Station,
MG Road, Gurugram-122002, Haryana
Tel: +91-124-434-5000, Email: [email protected], Website: www.dhanuka.com CIN: L24219HR1985PLC122802
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Thereafter, Mr. Rahul Dhanuka, Managing Director, requested the Chairman to allow to proceed the Meeting.
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Thereafter, Chairman ascertained the quorum, and being the requisite quorum was present, he called the Meeting to order.
The Chairman made his speech about the Operations of the Company, the Initiatives taken by the Company for its growth, product launches and also about the initiatives taken by the Company to enhance the wealth of the Shareholders by rewarding them with Dividend and Buy-Back during the year. The Chairman further provided brief summary of the financial statements along with Statutory Auditor’s Report and Secretarial Auditor’s Report for the Financial Year ended 2024-25. He further authorized Mr. Jitin Sadana, Company Secretary to declare the voting results, intimate to the stock exchanges and place the same on the Website of the Company.
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The Annual Report for the Financial Year ended 31[st ] March, 2025, along with the Notice convening the Meeting, the Board’s Report, Financial Statements and the Auditors’ Report for the Year Ended 31[st] March, 2025 were taken as read.
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Post Chairman’s speech, the Company Secretary informed the Shareholders that in compliance with the provisions of Section 108 of the Companies Act, 2013, read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had provided to the Members the facility to exercise their right to vote at the 40[th] Annual General Meeting by electronic means through the E-voting System provided by National Securities Depositories Limited (NSDL). It was further informed that M/s. VAPN & Associates, Practicing Company Secretaries are appointed as the Scrutinizer for the e-voting process.
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Mr. Jitin Sadana, Company Secretary and Compliance Officer of the Company then invited the Speaker Shareholders who registered their names with the Company to ask questions, make comments and give their views. The Shareholders were given an opportunity to speak in the order in which they had given their names. Mr. Mahendra Kumar Dhanuka, Chairman of the Company suitably replied to the questions asked by the Shareholders.
Registered & Corporate Office : Global Gateway Towers, Near Guru Dronacharya Metro Station,
MG Road, Gurugram-122002, Haryana Tel: +91-124-434-5000, Email: [email protected], Website: www.dhanuka.com CIN: L24219HR1985PLC122802
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- The following items of business as set out in the Notice convening the 40[th] Annual General Meeting were recommended for Members’ consideration and approval:
| S. No | Resolution | Type of Resolution |
|---|---|---|
| 1 | To receive, consider, and adopt the Standalone and Consolidated Audited Financial Statements of the Company for the Financial Year ended March 31, 2025 together with the Reports of the Board of Directors and Auditors thereon; |
Ordinary |
| 2 | To declare the Final Dividend on Equity Shares for the Financial Year ended March 31, 2025; |
Ordinary |
| 3 | To appoint a Director in place of Mr. Mahendra Kumar Dhanuka (DIN:00628039), Chairman & Executive Director of the Company, who retires by rotation and being eligible, offers himself for re-appointment; |
Ordinary |
| 4 | To appoint a Director in place of Mr. Manish Dhanuka (DIN:00238798), Non-Executive Director of the Company, who retires by rotation and being eligible, offers himself for re- appointment; |
Ordinary |
| 5 | Appointment of M/s. Ranjeet Pandey & Associates, Company Secretaries in Practice as Secretarial Auditors for a term of 5(Five) consecutive years & to fix their remuneration; |
Ordinary |
| 6 | Ratification of remuneration of Cost Auditors; | Ordinary |
| 7 | Increase the Annual Commission payable to Mr. Mahendra Kumar Dhanuka, Chairman & Executive Director; |
Special |
| 8 | Fix the upper cap on the remuneration payable to the Promoter Directors; |
Special |
Mr. Rahul Dhanuka, Managing Director then thanked the Members for their continued support, valuable suggestions and for attending the 40[th] Annual General Meeting.
Registered & Corporate Office : Global Gateway Towers, Near Guru Dronacharya Metro Station,
MG Road, Gurugram-122002, Haryana Tel: +91-124-434-5000, Email: [email protected], Website: www.dhanuka.com CIN: L24219HR1985PLC122802
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The Company Secretary informed the Members that since the AGM is being held through VC and the resolutions mentioned in the Notice convening this Meeting have already been put to vote through e-voting facility, there will be no proposing and seconding of the resolutions. The Company Secretary informed that electronic voting option will remain open for next 15 minutes after the conclusion of the 40[th] Annual General Meeting for the Members who have not exercised their vote, he requested them that they may Cast their vote through Online Portal of NSDL
The Company Secretary informed that the results of the e-voting will be announced within the stipulated time. Then he declared the Meeting as concluded.
Please take the above in your record.
Thanking you, For Dhanuka Agritech Limited
JITIN Digitally signed by JITIN SADANA SADANA Date: 2025.08.01 16:31:40 +05'30'
Jitin Sadana Company Secretary and Compliance Officer FCS- 7612
Date: 1[st ] August, 2025 Place: Gurugram
Registered & Corporate Office : Global Gateway Towers, Near Guru Dronacharya Metro Station, MG Road, Gurugram-122002, Haryana Tel: +91-124-434-5000, Email: [email protected], Website: www.dhanuka.com CIN: L24219HR1985PLC122802