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Dynavision Limited — AGM Information 2025
Aug 30, 2025
62893_rns_2025-08-30_848dc775-e13e-48c4-abea-763f86069dd6.pdf
AGM Information
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RUBAVATHY Digitally signed by RUBAVATHY CHRISTOPH CHRISTOPHER ER Date: 2025.08.30 14:32:16 +05'30'
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DYNAVISION LIMITED
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DYNAVISION LIMITED
CIN:- L31100TN1973PLC006439
Email ID:- [email protected]
NOTICE TO SHARE HOLDERS
23rd day of September 2025 at 11.30 A.M.(IST) through video conference (VC) or other Audio- Visual Means (OAVM) to transact the following businesses
ORDINARY BUSINESS
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of Directors (“the Board”) and auditors thereon
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To appoint a Director in place of Mr. Harshad Reddy (DIN: 02364798) who retires by rotation and being eligible, offers himself for re-appointment
SPECIAL BUSINESS
3. TO APPOINT SECRETARIAL AUDITORS AND TO FIX THEIR REMUNERATION
Ordinary Resolution:
“ RESOLVED THAT pursuant to the provisions Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Rule 9 of the Companies (Appointment and enactment(s) thereof for the time being in force and further to the recommendations of the Board of Directors and the Audit Committee Mrs. Srividhya Narasimhan, Practicing Company Secretary (Membership No. A 34428/ CP 14058) be and is hereby appointed as the Secretarial Auditors of the 31, 2030 to conduct the Secretarial audit of the Company.
RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized during their tenure as the Secretarial Auditors of the Company, as determined from time to time.
4. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS
“ RESOLVED THAT pursuant to the provisions of Regulations 2(1)(zc), 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the applicable provisions of the Companies Act 2013 read with rules made thereunder, other applicable Related Party Transaction Policy and subject to such other laws, rules and regulations as may be applicable in this regard and based on the approval of the Audit Committee and the Board, the approval of the Members of the Company be and is hereby accorded to enter into and / or continue the related
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party transactions, agreements, and arrangements with Apollo Hospital Enterprises Limited, a related party pursuant to Section 2(76) of the Act and Regulation 2(1)(zb) of the SEBI Listing Regulations, on the terms and up to such value as mentioned in the explanatory statement to this resolution, for the and the Company, provided that the said Transaction(s)/ Contract(s)/Arrangement(s)/ Agreement(s) shall be carried out in the ordinary course of business and at arm’s length basis.
“ RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as ‘Board’ which term shall be deemed to include the Audit Committee of the Company and any duly constituted/to be constituted Committee of Directors thereof to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and and such other documents as may be required, seeking all necessary approvals to give effect to this doubts whatsoever that may arise and to take all such decisions from powers herein conferred to, without being required to seek further consent or approval of the Members and that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution.”
“ RESOLVED FURTHER THAT the Board be and is hereby authorised to delegate all or any of the powers herein conferred to any Director(s) of the Company, to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution(s).”
“ RESOLVED FURTHER THAT all actions taken by the Board in connection with any matter referred respects.”
5. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS
“ RESOLVED THAT pursuant to the provisions of Regulations 2(1)(zc), 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the applicable provisions of the Companies Act 2013 read with rules made thereunder, other applicable Related Party Transaction Policy and subject to such other laws, rules and regulations as may be applicable in this regard and based on the approval and recommendation of the Audit Committee, the approval of the Members of the Company be and is hereby accorded to enter into and / or continue the related party transactions, agreements, and arrangements with Dynavision Green Solutions Limited a related party pursuant to Section 2(76) of the Act and Regulation 2(1)(zb) of the SEBI Listing Regulations, for EPC Contract on the terms and up to such value as mentioned in the explanatory statement to this resolution, and as may be mutually agreed between the related party and the Company, provided that the said Transaction(s) / Contract(s) / Arrangement(s) / Agreement(s) shall be carried out in the ordinary course of business and at arm’s length basis.
“ RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as ‘Board’ which term shall be deemed to include the Audit Committee of the Company and any duly constituted/to be constituted Committee of Directors thereof to exercise its powers including powers conferred under vthis resolution) be and is hereby authorized to do all such acts, deeds, matters and
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and such other documents as may be required, seeking all necessary approvals to give effect to this doubts whatsoever that may arise and to take all such decisions from powers herein conferred to, without being required to seek further consent or approval of the Members and that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution.”
“ RESOLVED FURTHER THAT the Board be and is hereby authorised to delegate all or any of the powers herein conferred to any Director(s) of the Company, to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution(s).”
“ RESOLVED FURTHER THAT all actions taken by the Board in connection with any matter referred respects.”
6. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS
“ RESOLVED THAT pursuant to the provisions of Regulations 2(1)(zc), 23(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the applicable provisions of the Companies Act 2013 read with rules made thereunder, other applicable Related Party Transaction Policy and subject to such other laws, rules and regulations as may be applicable in this regard and based on the approval and recommendation of the Audit Committee and the Board , the consent of the Members of the Company be and is hereby accorded to enter into and/ or continue the related party transactions, agreements, and arrangements with Dynavision Green Solutions Limited, a subsidiary Company a related party pursuant to Section 2(76) of the Act and Regulation 2(1)(zb) of the SEBI Listing Regulations, for loan / guarantee for an amount not exceeding as detailed in the explanatory statement to this Resolution and as may be mutually agreed between the related party and the Company, provided that the said Transaction(s)/ Contract(s)/ Arrangement(s)/Agreement(s) shall be carried out in the ordinary course of business and at arm’s length basis.
“ RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as ‘Board’ which term shall be deemed to include the Audit Committee of the Company and any duly constituted/to be constituted Committee of Directors thereof to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and and such other documents as may be required, seeking all necessary approvals to give effect to this doubts whatsoever that may arise and to take all such decisions from powers herein conferred to, without being required to seek further consent or approval of the Members and that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution.”
DYNAVISION LIMITED
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“ RESOLVED FURTHER THAT the Board be and is hereby authorised to delegate all or any of the powers herein conferred to any Director(s) of the Company, to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution(s).”
“ RESOLVED FURTHER THAT all actions taken by the Board in connection with any matter referred respects.”
By order of the Board Suleelal. V Managing Director DIN- 10711642
Place: Chennai Date: 12.08.2025
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NOTES:
- The Ministry of Corporate Affairs (“MCA”) permitted holding of the AGM through VC/OAVM, without physical presence of the Members at a common venue. In compliance with the MCA Circulars, AGM deemed to be the venue for the AGM. [As per the guidelines issued by the Ministry of Corporate Affairs (MCA) vide Circular No. 10/2022 dated 28th December 2022, Circular No. 02/2022 dated May 5 2022 read together with circular no’s Circular No. 02/2021 dated January 13, 2021, 14/2020 dated April 8, 2020, Circular No.17/2020 dated April 13, 2020 and Circular No. 20/2020 dated May 05, 2020. and subsequent circulars issued in this regard, the latest being 09/2024 dated September CFO-POD-2/P/CIR/2024/133 dated 3rd October 2024.”]
The AGM of the Company is to be held through video conferencing (VC) or other audio visual means (OAVM). has allowed conducting Annual General Meeting (AGM) through Video Conferencing (VC) or other Audio-Visual Means (OAVM) without the physical presence of Members at a common venue. The aforesaid MCA Circulars prescribe the procedures and manner of conducting the AGM through VC/OAVM. In compliance with the applicable provisions of the Act and MCA Circulars, the 50th AGM of the Members will be held through VC/OAVM.
In accordance with the said MCA Circulars and applicable provisions of the Act, the 50th AGM of the Company shall be conducted through VC/OAVM. National Securities Depositories Limited (‘NSDL’) will be providing facilities in respect of:
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(a) voting through remote e-voting;
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(b) participation in the AGM through VC/OAVM facility;
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(c) e-voting during the AGM.
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The Explanatory Statement pursuant to Section 102(1) of the Act setting out the material facts relating to the special businesses to be transacted at the 50th AGM is annexed hereto.
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Generally, a member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote on a poll instead of himself and the proxy need not be a member of the Company. Since this AGM is being held through VC / OAVM pursuant to the MCA Circulars, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence, the Proxy Form and Attendance Slip are not annexed hereto.
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As the AGM will be held through VC/ OAVM, the route map of the venue of the Meeting is not annexed hereto.
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In terms of the Provisions of Section 152 of the Companies Act, 2013 Mr. Harshad Reddy (DIN: 02364798) Director, retires by rotation at this Meeting. The Board of Directors of the Company recommend his re- appointment.
None of the Directors / Key Managerial Personnel of the Company / their relatives except Harshad Business set out under Item Nos. 2 of the Notice.
DYNAVISION LIMITED
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Additional information pursuant to Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and Secretarial Standards on General Meetings issued by Institute of Company Secretaries of India, in respect of the Director retiring by rotation/seeking appointment/re-appointment as mentioned under item no. 2 of this notice is appended. Further, the Company has received relevant disclosure/ consent from the Director seeking re-appointment.
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Mrs. Srividhya Narasimhan, Practising Company Secretary (Membership No. A34428.) has been appointed as The Scrutinizer for conducting the e-Voting process including remote e-Voting in a fair and transparent manner and she has communicated she willingness to be appointed and will be available for the same purpose.
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Institutional / corporate Members (that is, other than Individuals, HUFs, NRIs, etc.) intending to authorise their representatives are required to send a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/Authorization etc., authorizing its representative to attend the AGM through VC / OAVM on its behalf and to vote through remote e-voting. The said resolution/authorization letter shall be sent to the Scrutinizer at [email protected] and to [email protected]. by email from the registered email address.
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The Register of Members and the Share Transfer Books of the Company will remain closed for the purpose of Annual General Meeting from 17th September 2025 to 23rd September 2025 (Both days inclusive)
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Statutory registers which are required to be maintained by the company under Companies Act, 2013 and other relevant documents referred to in the Notice will be made available, electronically, for inspection by the Members during the AGM. All documents referred to in the Notice will also be made available electronically for inspection without any fee by the Members from the date of circulation of this Notice up to the date of AGM. Members seeking to inspect such documents can send an e-mail to [email protected].
ELECTRONIC DISPATCH OF ANNUAL REPORT AND PROCESS FOR REGISTRATION OF E-MAIL ID AND FOR OBTAINING COPY OF ANNUAL REPORT:
- In line with MCA Circulars and circulars issued by SEBI, the Notice calling the AGM along with the Annual Report for FY25 (“Annual Report”) is being sent through electronic mode to those Members whose e-mail addresses are registered with the Company / Depositories. A Member can request for a physical copy of the Annual Report by sending an e-mail to the Company at [email protected].
Members may note that the Annual Report will also be available on the website of the Company at www.dynavision.in the website of the stock exchanges i.e., BSE Limited at www. bseindia.com. The Notice is also disseminated on the website of NDSL (agency providing the remote e-voting facility and e-voting during the AGM) at www.evoting.nsdl.com. For Members who have not registered their email address, the weblink including exact path where the Complete details of Annual Report (pursuant to reg 36 1(b) of SEBI LODR regulation 2015) is uploaded will be informed by a letter.
For the purpose of receiving the Notice of the AGM and the Annual Report through electronic mode in case the e-mail address is not registered with the respective DPs / Company / RTA, Members may register the e-mail addresses by sending e-mail to the Company at [email protected] or to RTA at [email protected]. Please provide the below mentioned details through e-mail:
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- and PAN.
Members who have not yet registered their e-mail addresses are requested to register the same with their DPs in case the shares are held in dematerialised form and with Company / RTA in case the shares are held in physical form.
- Members holding shares in physical form are requested to immediately notify change in their address if any, to the Registrar and Transfer Agent of the company, viz. M/s. Integrated Registry Management T Nagar, Chennai 600 017 quoting their Folio Number(s)
PROCEDURE FOR JOINING THE AGM THROUGH VC / OAVM
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The Company has engaged the services of National Securities Depository Limited (‘NSDL’). for coducting AGM through VC/OAVM. The Members can view the live webcast of the AGM provided by NSDL at https://evoting.nsdl.com by following the instructions provided in the notes to the Notice of the AGM.
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Members may access by following the steps mentioned above to Access the NSDL e-Voting system. After successful login, you can see link of “VC/OAVM link” placed under “Join General meeting” menu against company name. You are requested to click on VC/OAVM link placed under Join General Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.
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The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available for 1000 members on more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on
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Members are encouraged to join the Meeting through Laptops for better experience.
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Further, members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
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Please note that Participants connecting from Mobile Devices or Tablets or through Laptop connecting is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
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Facility to join the Meeting shall be opened thirty (30) minutes before the scheduled time of the Meeting and shall be kept open throughout the proceedings of the Meeting.
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The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
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Members requiring any assistance/ support for participation before or during the AGM, can contact NSDL on [email protected] or can call at toll free no. 022 - 4886 7000 and 022 - 2499 7000 [email protected]
PROCEDURE FOR SPEAKER REGISTRATION OR TO RAISE QUESTIONS / QUERIES
the notice of AGM are requested to send their queries in advance, latest by Tuesday, 16th September, 2025 (5:00 pm IST) through email at [email protected] by mentioning their name, DP ID and Client ID/ Folio No., email ID, mobile number.
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Members who would like to express their views or ask questions during the AGM may register themselves as speaker by sending their request from their registered email address mentioning their name, DP ID and Client ID/Folio No., No. of shares, PAN, mobile number at [email protected] on or before Tuesday, 16th September, 2025 (5:00 pm IST). Those members who have registered themselves as a speaker will only be allowed to express their views, ask questions during the AGM. The Company reserves the right to restrict the number of speakers as well as the speaking time depending upon the availability of time at the AGM.
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All shareholders attending the AGM will have the option to post their comments / queries through a dedicated Chat box that will be available below the meeting screen.
PROCEDURE FOR REMOTE E-VOTING AND E-VOTING AT THE AGM:
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Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of Circulars, the Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-voting system as well as voting on the day of the AGM will be provided by NSDL.
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Members may cast their votes remotely, using an electronic voting system on the dates mentioned herein below (“remote e-Voting’’). Further, the facility for voting through electronic voting system will also be made available on the day of AGM and members attending the Meeting who have not cast their vote(s) by remote e-Voting will be able to vote on the Meeting day.
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The remote e-Voting facility will be available during the following period:
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Commencement of remote e-Voting From 9:00 a.m. (IST) on Saturday, September 20, 2025
End of remote e-Voting Upto 5:00 p.m. (IST) on Monday, September 22, 2025
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A. A member can opt for only single mode of voting, i.e., through remote e-Voting or during the Meeting.
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B. Once the vote on a resolution is cast by a Member, the Member shall not be allowed to change it subsequently or cast the vote again;
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C. The members may please note that the remote e-Voting shall not be allowed beyond the abovementioned date and time;
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D. Any person holding shares in physical form and non-individual shareholders, who acquire shares of the Company and become member of the Company after the notice is sent through e-mail and holding shares as of the cut-off date i.e. Tuesday, 16th September, 2025, may obtain the login ID and password by sending a request at [email protected] or Issuer/RTA. However, if you are already registered with NSDL for remote e-Voting, then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using “Forgot User Details/Password” or “Physical User Reset Password” option available on www.evoting.nsdl. com or call on toll free no. 022 - 4886 7000 and 022 - 2499 7000. In case of Individual Shareholders holding securities in demat mode who acquire shares of the Company and become a Member of the Company after sending of the Notice and holding shares as of the cut-off date i.e. Tuesday, 16th September, 2025 may follow steps mentioned in the Notice of the AGM under “Access to NSDL e-Voting system”;
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E. A person who is not a member as on the cut- off date should treat this Notice for information purpose only;
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F. Voting rights shall be reckoned on the paid-up value of the shares registered in the name of the and CDSL (NSDL and CDSL collectively referred as “Depositories”) as on the cut-off date i.e., Tuesday, 16th September, 2025
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maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of e-Voting. In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote during the Meeting;
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H. The voting rights of the members shall be in proportion to their shares of the paid-up equity share capital of the Company as on the cut-off date (record date) i.e. . Tuesday, 16th September, 2025;
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I. The facility for e-voting shall also be available during the AGM and may be used for voting only by the Members holding shares as on the Cut-off date who are attending the Meeting and who have not already cast their vote(s) through remote e-Voting.
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J. Members attending the AGM through VC / OAVM should note that those who are entitled to vote but have not exercised their right to vote by remote e-voting, may vote during the AGM through remote by remote e-voting may attend the AGM but cannot vote again.
The procedure and instructions for remote e-Voting are given below:
How do I vote electronically using NSDL e-Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
Step 1: Access to NSDL e-Voting system
A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode
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In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
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Type of shareholders Login Method
Individual Shareholders 1. For OTP based login you can click on https://eservices.nsdl.com/
holding securities in demat SecureWeb/evoting/evotinglogin.jsp. You will have to enter your
mode with NSDL.
generate OTP. Enter the OTP received on registered email id/mobile
number and click on login. After successful authentication, you will
be redirected to NSDL Depository site wherein you can see e-Voting
page. Click on company name or e-Voting service provider i.e. NSDL
and you will be redirected to e-Voting website of NSDL for casting
your vote during the remote e-Voting period or joining virtual meeting
2. Existing IDeAS user can visit the e-Services website of NSDL Viz.
https://eservices.nsdl.com either on a Personal Computer or on a
icon under “Login” which is available under ‘IDeAS’ section , this
will prompt you to enter your existing User ID and Password. After
successful authentication, you will be able to see e-Voting services
under Value added services. Click on “Access to e-Voting” under
e-Voting services and you will be able to see e-Voting page. Click
on company name or e-Voting service provider i.e. NSDL and you
will be re-directed to e-Voting website of NSDL for casting your vote
during the meeting.
3. If you are not registered for IDeAS e-Services, option to register is
available at https://eservices.nsdl.com. Select “Register Online for
IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/
IdeasDirectReg.jsp
4. Visit the e-Voting website of NSDL. Open web browser by typing the
following URL: https://www.evoting.nsdl.com/ either on a Personal
Computer or on a mobile. Once the home page of e-Voting system
is launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section. A new screen will open. You will have
to enter your User ID (i.e. your sixteen digit demat account number
on the screen. After successful authentication, you will be redirected
to NSDL Depository site wherein you can see e-Voting page. Click
on company name or e-Voting service provider i.e. NSDL and you
will be redirected to e-Voting website of NSDL for casting your vote
during the meeting.
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5. Shareholders/Members can also download NSDL Mobile App “NSDL
Speede” facility by scanning the QR code mentioned below for
seamless voting experience.
Individual Shareholders 1. Users who have opted for CDSL Easi / Easiest facility, can login
holding securities in demat through their existing user id and password. Option will be made
mode with CDSL available to reach e-Voting page without any further authentication.
The users to login Easi /Easiest are requested to visit CDSL website
2. After successful login the Easi / Easiest user will be able to see
the e-Voting option for eligible companies where the evoting is in
progress as per the information provided by company. On clicking
the evoting option, the user will be able to see e-Voting page of the
e-Voting service provider for casting your vote during the remote
Additionally, there is also links provided to access the system of all
e-Voting Service Providers, so that the user can visit the e-Voting
service providers’ website directly.
3. If the user is not registered for Easi/Easiest, option to register is
New System Myeasi Tab and then click on registration option.
4. Alternatively, the user can directly access e-Voting page by providing
Demat Account Number and PAN No. from a e-Voting link available
on www.cdslindia.com home page. The system will authenticate the
the Demat Account. After successful authentication, user will be able
to see the e-Voting option where the evoting is in progress and also
able to directly access the system of all e-Voting Service Providers.
Individual Shareholders You can also login using the login credentials of your demat account
(holding securities in demat through your Depository Participant registered with NSDL/CDSL for
mode) login through their e-Voting facility. upon logging in, you will be able to see e-Voting option.
depository participants Click on e-Voting option, you will be redirected to NSDL/CDSL Depository
site after successful authentication, wherein you can see e-Voting feature.
Click on company name or e-Voting service provider i.e. NSDL and you
will be redirected to e-Voting website of NSDL for casting your vote during
meeting.
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Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at above mentioned website.
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Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL is as below:
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Login type Helpdesk details
Individual Shareholders holding Members facing any technical issue in login can contact NSDL
securities in demat mode with NSDL helpdesk by sending a request at [email protected] or call at
022 - 4886 7000
Individual Shareholders holding Members facing any technical issue in login can contact CDSL
securities in demat mode with CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.
com or contact at toll free no. 1800-21-09911
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B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
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Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www. evoting.nsdl.com/ either on a Personal Computer or on a mobile.
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Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
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Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices. nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
- Your User ID details are given below :
Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical Your User ID is:
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a) For Members who hold shares in demat 8 Character DP ID followed by 8 Digit Client ID For example if
account with NSDL. your DP ID is IN300 and Client ID is 12 then your user
ID is IN30012**.
b) For Members who hold shares in demat
account with CDSL. 12** then your user ID is 12**
c) For Members holding shares in Physical EVEN Number followed by Folio Number registered with the
Form. company For example if folio number is 001 and EVEN is
101456 then user ID is 101456001
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Password details for shareholders other than Individual shareholders are given below:
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a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
- password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
DYNAVISION LIMITED
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c) How to retrieve your ‘initial password’?
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(i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from account, last 8 digits of client ID for CDSL account or folio number for shares held in
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(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
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If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
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a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
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b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
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c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
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d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
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After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
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Now, you will have to click on “Login” button.
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After you click on the “Login” button, Home page of e-Voting will open.
Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.
How to cast your vote electronically and join General Meeting on NSDL e-Voting system?
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After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status.
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Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/ OAVM” link placed under “Join Meeting”.
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Now you are ready for e-Voting as the Voting page opens.
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Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of
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page.
General Guidelines for shareholders
1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned
copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen
signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by
e-mail to [email protected] with a copy marked to [email protected]. Institutional
shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution /
Power of Attorney / Authority Letter etc. by clicking on “Upload Board Resolution / Authority Letter”
displayed under “e-Voting” tab in their login.
2. It is strongly recommended not to share your password with any other person and take utmost
unsuccessful attempts to key in the correct password. In such an event, you will need to go through
the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.
evoting.nsdl.com to reset the password.
3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and
e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com
or call on.: 022 - 4886 7000 or send a request to [email protected]
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Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:
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In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned (self attested scanned copy of Aadhar Card) by email to ([email protected]).
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In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to ([email protected]). If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
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Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.
THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE EGM/AGM ARE AS UNDER:-
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The procedure for e-Voting on the day of the EGM/AGM is same as the instructions mentioned above for remote e-voting.
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Only those Members/ shareholders, who will be present in the EGM/AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the EGM/AGM.
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Members who have voted through Remote e-Voting will be eligible to attend the EGM/AGM. However, they will not be eligible to vote at the EGM/AGM.
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The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the EGM/AGM shall be the same person mentioned for Remote e-voting.
E-VOTING RESULT:
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The Scrutinizer will, after conclusion of e-Voting at the meeting, scrutinize the votes cast at the meeting through e-Voting and remote e-Voting and make a consolidated scrutinizer’s report of the votes cast in favour or against, if any, and submit the same to the Chairman of the meeting or a person authorised by him in writing who shall countersign the same. The Chairman or any other person authorized by the Chairman, shall declare the results within 2 working days from the conclusion of the meeting. The said results along with the report of the scrutinizer will also be placed on the website of the Company www.dynavision.in and NSDL https://www.evoting.nsdl.com and shall also be displayed at the Stock Exchange(s) and available at www.bseindia.com and www.nseindia.com. The resolutions will be deemed to be passed on the date of AGM subject to receipt of the requisite number of votes in favour of the resolutions.
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Subject to receipt of requisite number of votes, the Resolutions proposed in the Notice shall be deemed to be passed on the date of the Meeting.
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The recorded transcript of this meeting, shall as soon as possible, be made available on the website of the Company.
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Members who are holding shares in physical form are requested to address all correspondence concerning transmissions, sub-division, consolidation of shares or any other share related matters and / or change in address or updation thereof with Integrated Registry Management Services Private are requested to intimate the change of address, registration of e-mail address and updation of bank account details to their respective DPs.
33. Information in respect of unclaimed dividend when due for transfer to the Investor Education and Protection Fund:
The Company does not have any unpaid dividends which are due for transfer to the Investor Education and Protection Fund as on 31st March 2025.
34. APPEAL TO SHAREHOLDERS: DEMAT
Regulation 40 of Securities Exchange Board of India (Listing Obligations and Disclosure prohibits transfer of shares in physical mode and mandates holding in demat except in case of transmission or transposition. Accordingly, Members are requested to convert the physical holding to demat through Depository Participant. Members are informed that for any changes / updations in the demat account including bank mandate, address, nomination, registration of email ID etc. DPs have to be informed.
immediate effect, shall issue the securities only in demat mode while processing investor service requests pertaining to issuance of duplicate shares, exchange of shares, endorsement, sub-division/ physical shares and for ease of portfolio management, the Members holding shares in physical form are requested to consider converting their holdings to demat mode.
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and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”)
The following Statement sets out all material facts relating to the Ordinary / Special Resolution / Special Business mentioned in the No 2 to 6.
ANNEXURE I
AS PER REGULATION 36(3) OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND SECRETARIAL STANDARD ON GENERAL MEETINGS (SS-2) ADDITIONAL INFORMATION ABOUT THE DIRECTORS PROPOSED TO BE APPOINTED/ RE-APPOINTED
Item No. 2
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Name Mr. Harshad Reddy
Non-Executive Director (DIN:02364798)
Date of Birth 17-04-1986, 39 years
Date of Appointment 07-08-2023
M.Sc (Management)
Investment Abroad
Terms and Conditions of Appointment Director Liable to retire by rotation
or Reappointment along with details of Remuneration Last Drawn (FY 24-25): NIL
Remuneration sought to be paid and the
Remuneration last drawn Sitting Fees: 1.5 Lakhs
Number of Board Meetings attended during the 6
year
Chairmanships / Directorship of other Apollo Home Healthcare Limited
Companies (excluding Foreign Companies and Aapex Power And Industries Private Limited
Section 8 Companies) Happ Tech Private Limited
PPN Power Generating Company Private Limited
Health Axis Private Limited
PPN Tank Terminals Private Limited
Vitamed Logistics Private Limited
Apollo Shine Foundation
Chairmanships/Directorship of Committees of Nil
other Public Companies
i. Audit Committee Nil
ii. Stake holders Relationship Committee. Nil
iii. Nomination and Remuneration Committee Nil
Name of listed entities from which the person Nil
has resigned in the past three years
Relationship with other Directors, Managers, Nil
and other Key Managerial Personnel of the
Company
Number of Shares held in the Company 0
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The Board recommends the Ordinary Resolution as set out in Item No. 2 of this Notice for approval of the Members. Except Mr. Harshad Reddy and Mr. Vijaykumar Reddy (Promoter), none of the Directors or Key Managerial Personnel of the Company or their relatives is, in any way, concerned or interested in the said resolution.
Item No. 3
Pursuant to Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations, 2015”), Every listed entity and its material unlisted subsidiaries incorporated in India shall undertake Secretarial Audit by a Secretarial Auditor who shall be a Peer Reviewed Company listed entity.
SEBI (LODR) Reg, 2015. The amended regulations require companies to obtain shareholders’ approval for appointment of Secretarial Auditors, in addition to approval by the Board of Directors. Further, such Secretarial Auditor must be a peer reviewed company secretary and should not have incurred any of the
In light of the aforesaid, pursuant to the recommendations of the Audit Committee, the Board of Directors of the Company in its meetings held on 12.08.2025 has recommended appointment of Mrs. Srividhya Narasimhan, Practicing Company Secretary (Membership No. A 34428/ CP 14058) , as the Secretarial in Practice with 10 years of experience on Secretarial, Legal, business advisory, corporate governance, Foreign Exchange Management compliance and Trademark and other regulatory services. Furthermore, in Practicing Company Secretary have subjected herself to the peer review process of the Institute of Company prohibited non-secretarial audit assignments for the Company, its holding and subsidiary companies.
The remuneration proposed to be paid to the Secretarial Auditors during their tenure shall be determined by the Board of Directors in consultation with the Audit Committee in such manner and to such extent as may be mutually agreed with the Secretarial Auditor. The Board of Directors in consultation with the Audit Committee may alter or vary the terms and conditions of appointment, including remuneration, in such manner and to such extent as may be mutually agreed with the Secretarial Auditors.
None of the Directors and Key Managerial Personnel of the Company and their relatives, are concerned or out at item number 3 of the notice for approval by the members.
Item No. 4 , Item No. 5 and Item No. 6
Furtherance to the applicability of regulation 23, due to networth criteria as per regulation 15 (2), the Company is seeking approval for the existing/new material transactions with related parties.
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Pursuant to Regulation 23 of SEBI Listing Regulations, the threshold limit for determination of material listed entity and such material related party transactions exceeding the limits, would require prior approval of Members by means of an Ordinary Resolution.
The transactions that the Company has had with its related parties for the last three years are given below:
Details of the existing as well as new material related party transactions with Apollo Hospital Enterprises Limited and Dynavision Green Solutions Limited., including the information required to be disclosed in the Explanatory Statement pursuant to the SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, are as follows
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Dynavision Green Dynavision Green
Apollo Hospital Enterprises
S. No Particulars Solutions Limited Solutions Limited
Limited (AHEL)
(DGSL) (DGSL)
1 Name of the Related Apollo Hospital Enterprises Dynavision Green Dynavision Green
Party Limited (AHEL) Solutions Limited Solutions Limited
(DGSL) (DGSL)
2 Type of Providing of rental services Project execution support Loan and interest
Transaction and allied arrangements under towards the loan
existing and future lease ments (EPC Contract.) disbursed
agreements
3 Material Terms contracts that include pricing contracts that include contracts that include
and Particulars and other commercial terms pricing and other pricing and other
of the Proposed aligned with prevailing market commercial terms aligned commercial terms
Transaction rates and negotiated terms as with prevailing market aligned with prevailing
of the date of the contract(s) rates and negotiated market rates and
terms as of the date of the negotiated terms as
The transactions are in ordinary contract(s) of the date of the
course of business with the
contract(s)
terms that are generally The transactions are
prevalent in the industry in ordinary course The transactions are
of business with the in ordinary course
terms that are generally of business with
prevalent in the the terms that are
industry generally prevalent in
the industry
4 Nature of Related party pursuant to Related party pursuant Related party pursuant
Relationship with the regulation 2 (1) (zb) of sebi to regulation 2 (1) (zb) of to regulation 2 (1) (zb)
Company, including (lodr) 2015 sebi (lodr) 2015 of sebi (lodr) 2015
nature of concern or
One of the Directors of DSGL is a subsidiary of DSGL is a subsidiary of
Dynavision Limited is a relative Dynavision Limited Dynavision Limited
otherwise)
of a Director in AHEL
5 Tenure of the 29 year lease agreement Ongoing 10 years
Proposed commenced from the year
Transaction 2011
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6 Value of the Proposed Not exceeding Rs 200 Crores Not exceeding Rs 50 Not exceeding Rs. 100
Trans- action (not to Crores Crores
exceed)
7 Total Transactions for
Past Three Financial Lakhs
Years FY 2023–24: Nil
Crores
Crores Crores
8
Limited’s Annual the transaction value for the calculated on the calculated on the
C o n s o l i d a t e d transaction value for the transaction value
Turnover (FY 2024– year) immediately preceding for the immediately
25) represented
by the proposed year )
transaction
a Commercially competent lease The Terms and conditions Interest earnings.
the proposed terms and conditions in the best are competent with
transactions interest of the Company industry and in the
best interest of the
Company.
b A statement that the - - -
valuation or other
external report, if
any, relied upon
by the listed entity
in relation to the
proposed transaction
will be made
available through
the registered
email address of
theshareholders
c Name of the Director Mr. Harshad Reddy, Non Subsidiary Company Subsidiary Company
or KMP who is executive Director of the where promoters of where promoters of
related, if any, and Company is relative to Director Dynavision Limited are Dynavision Limited are
the nature of their of Apollo Hospital Enterprises interested interested
relationship Ltd.
d Following additional NA NA Loan
disclosures to be
made in case of
loans, inter-corporate
deposits, advances
or investments made
or given Source of
funds
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DYNAVISION LIMITED
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NA NA Inter company loan
indebted- ness is
incurred to make
or give loans,
intercorporate
deposits, advances
or invest- ment:
Nature of NA NA Loan
indebtedness.
Cost of funds; and NA NA
Tenure of the NA NA 10 years
indebtedness
Purpose for which the NA NA For the Subsidiary
funds will be utilized Company’s second
by the ultimate phase ex-pansion
involving 477KW
funds pursuant to the
RPT
Remarks if any lease rent under the Long-Term NA Approval under
Lease Agreement (29 years). section 185 by special
approval was accorded by the resolution has been
Shareholders under sec 293(1) sought in the 48th AGM
(a) of the Companies Act 2013, held on 26.9.2023
through postal ballot on 6th Sep
2011
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The material related party transactions as set out in Item Nos. 4, 5 and 6 of this Notice have been unanimously approved by the Independent Directors on the Audit Committee. Based on the consideration and approval of the Audit Committee, the Board recommends the Ordinary Resolutions as set out in Item Nos. 4,5 and 6 of this Notice for approval of the Members. None of the Directors or Key Managerial Personnel of the Company or their respective relatives, other than as mentioned above, are concerned or interested in the respective resolutions. The Members may note that as per the provisions of the SEBI Listing Regulations, all related parties (whether such related party is a party to the above-mentioned transactions or not), shall not vote to approve the Resolutions as set out in Item Nos. 4,5 and 6.
None of the Directors and Key Managerial Personnel of the Company and their relatives other than the out at Item Nos. 4,5 and 6.
The Board of Directors recommends the ordinary resolution as set out in Item Nos. 4,5 and 6 for approval
By Order of the Board Suleelal V Managing Director DIN- 10711642
Place: Chennai Date:12.08.2025