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DUROPLY INDUSTRIES LIMITED Proxy Solicitation & Information Statement 2024

Feb 27, 2024

62598_rns_2024-02-27_607dfb33-8070-4ebc-9623-b8474868dfef.pdf

Proxy Solicitation & Information Statement

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Duroply Industries Limited 113 Park Street, North Block 4th Floor Kolkata-700016, Ph: (033) 22652274

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Department of Corporate Services

BSE Limited 25th Floor, P.J. Towers, Dalal Street, Fort, Mumbai - 400 001

Scrip Code: BSE: 516003

Sub: Submission of Corrigendum to the Notice of Extraordinary General Meeting dated February 14, 2024

Dear Sir/Madam,

This is with reference to our letter no. 5404/23-24/0104 dated February 16, 2024 regarding Notice of Extra Ordinary General Meeting (“EGM Notice”) of Duroply Industries Limited (the “Company”) scheduled to be held on Saturday, March 9, 2024 at 11:00 A.M. (IST) through Video Conferencing / Other Audio Visual Means in accordance with the applicable circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India.

In this regard, a corrigendum is being issued to inform the Shareholders of the Company regarding the changes made in the EGM Notice and the Explanatory Statement. A copy of the detailed corrigendum is being enclosed herewith.

All other information and content as set out in the EGM Notice save and except as modified or supplemented by this Corrigendum, shall remain unchanged. This corrigendum will be available on the website of the Company at www.duroply.in.

This is for your information and record.

Thanking you,

Yours faithfully,

FOR DUROPLY INDUSTRIES LIMITED

Komal Digitally signed by Komal Dhruv Dhruv Date: 2024.02.27 17:35:19 +05'30'

KOMAL DHRUV Company Secretary Membership No: A41850

Enclosed: As above

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DUROPLY INDUSTRIES LIMITED

CIN: L20211WB1957PLC023493

Registered Office: 9 Parsee Church Street, Kolkata - 700001 Corporate Office: North Block, 4th Floor, 113 Park Street, Kolkata – 700 016 Phone: +033-22652274

E-mail: [email protected] | Website: www.duroply.in

CORRIGENDUM TO THE NOTICE OF THE EXTRA-ORDINARY GENERAL MEETING

Dear Member(s),

An Extra-Ordinary General Meeting (“ EGM ” / “ the Meeting ”) of the Members of Duroply Industries Limited (“ the Company ”) is scheduled to be held on Saturday, March 9, 2024 at 11:00 A.M. (IST) through Video Conferencing (“ VC ”)/ Other Audio Visual Means (“ OAVM ”). The Notice of EGM (“ EGM Notice ”) was dispatched to the Members of the Company on February 16, 2024 in due compliance with the provisions of the Companies Act, 2013 and rules made thereunder, read with relevant circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India. Capitalized words and expressions used but not defined herein shall have the same meaning as assigned to them in the EGM Notice.

Shareholders are requested to note the following changes to Item No. 1 of the EGM Notice and Explanatory Statement

1. In Resolution No. 1 on Page 2 of the EGM Notice and Point (VI) i.e., “Relevant Date with reference to which the price has been arrived at” on Page 18 of the Explanatory Statement

The Relevant Date for determining the floor price for the Preferential Allotment of equity shares and warrants to be read as Thursday, February 8, 2024 instead of Friday, February 9, 2024.

2. In point (IV) i.e., “’Basis on which the price of the Preferential Issue has been arrived at” on Page 17 of the Explanatory Statement, following changes are to be noted:

The Para before sub-clause (a) and (b) shall be replaced with the following”

The Equity Shares of the Company are listed on BSE Limited (“ BSE ”) only and are frequently traded in accordance with SEBI ICDR Regulations. As per the provisions of Regulation 164(1) of Chapter V of SEBI ICDR Regulations, the floor price at which the Preferential Equity Shares and Warrants can be allotted is not less than Rs. 200.23, being higher of the following:

Sub-clause (a) and (b) to be replaced with the following:

(a) the 90 trading days volume weighted average price of the related equity shares of the Company quoted on BSE, preceding the relevant date, i.e. Rs. 186.32 per Equity Share; or

(b) the 10 trading days volume weighted average price of the related equity shares of the Company quoted on BSE, preceding the relevant date, i.e. Rs. 200.23 per Equity Share;

The pricing of the Preferential Equity Shares and Warrants of face value of Rs. 10 each is Rs. 203/- (Rupees Two hundred and three only) which is not less than the minimum price determined in accordance with the applicable provisions of SEBI ICDR Regulations.

3. In Point (XIV) i.e., Identity of the natural persons who are the ultimate beneficial owners of the Equity Shares proposed to be allotted and/or who ultimately control the proposed allottees, the percentage of post Preferential Issue capital that may be held by them and change in control, if any, in the Company consequent to the Preferential Issue on Page 20 of the Explanatory Statement

The Post Issue Shareholding of Primarc Stellar Ventures LLP to be read as 98,522 No. of shares and 0.91% instead of 49,261 No. of Shares and 0.45%.

This Corrigendum shall form an integral part of the EGM Notice dated February 14, 2024 and on and form the date hereof, the EGM Notice shall always be read in conjunction with this Corrigendum. All other information and content as set out in the EGM Notice save and except as modified or supplemented by this Corrigendum, shall remain unchanged. Members may note that the EGM Notice & the Corrigendum to the EGM Notice will also be made available on the Company’s website i.e., www.duroply.in and is expected to be on website of the Stock Exchange i.e. BSE Limited at www.bseindia.com.

Dated: February 27, 2024 Place: Kolkata

FOR DUROPLY INDUSTRIES LIMITED KOMAL DHRUV Company Secretary ACS-41850