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Ema India Ltd. — AGM Information 2025
Sep 8, 2025
63321_rns_2025-09-08_5864f186-8fb3-4861-9d5d-cf0325cb7739.pdf
AGM Information
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Dated: 08/09/2025
To, BSE Limited, Phiroze Jeejeebhoy Towers Dalal Street, Mumbai-400001
Reg: EMA India Limited; Scrip Code: 522027
- Subject: No�ce Convening 54[th] Annual General Mee�ng, In�ma�on of Book Closure, Cut of Date and E-Vo�ng for the purpose of 54[th] Annual General Mee�ng.
Dear Sir/Madam,
Pursuant to the Regula�on 30 of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015, please find enclosed herewith Copy of No�ce of 54[th] Annual General Mee�ng of the Company scheduled to be held on Tuesday, September 30[th] , 2025 at 2:30 P.M. through Video Conferencing (VC)/ Other Audio Visual Means (OAVM) in accordance with relevant circulars issued by Ministry of Corporate Affairs and the Securi�es and Exchange Board of India. The copy of the No�ce of 54[th] AGM is also available on the website of the Company at h�ps://eiltd.info
Further, pursuant to the provisions of Sec�on 91 of the Companies Act, 2013 and the rules framed thereunder and Regula�on 42 of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015, this is to inform you that the Register of Members and Share Transfer Books of the Company will remain closed from Tuesday, September 23, 2025 to Tuesday, September 30, 2025 (both days inclusive) for the purpose of 54th Annual General Mee�ng (AGM) of the Company.
Further, pursuant to the provisions of Sec�on 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administra�on) Rules, 2014 as amended from �me to �me and Regula�on 44 of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015, read with aforesaid circulars, the Company has engaged the Services of Central Depository Services (India) Limited (CDSL) for providing the remote e-vo�ng facility, joining the AGM through VC/OAVM and e-vo�ng system during the AGM to its Members in respect of business to be transacted at the 54[th] Annual General Mee�ng of the Company.
purpose of determining the members eligible to cast their votes by remote e-vo�ng facility or e-vo�ng during the AGM. The details such as manner of (i) registering/upda�ng email addresses, (ii) cas�ng vote through e-vo�ng and (iii) a�ending the AGM through VC/OAVM has been set out in the No�ce of the AGM.
Regd. Office EMA INDIA LTD. Tel. : +91-9453153780 & 502, Gopala Chambers, E-mail : [email protected] Postal Address 14/123, Parade, Kanpur-208 001 Uttar Pradesh INDIA
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The remote e-vo�ng schedule is as under:
| The remote e-vo�ngschedule is as under: | |
|---|---|
| Commencement of e-vo�ng | From 09:00 A.M. on Saturday, September 27,2025 |
| End of e-vo�ng | Upto 05:00 P.M. on Monday, September 29, 2025 |
Kindly take the same on your record and acknowledge.
We request you to take the above on record.
Thanking You
Yours faithfully, For EMA India Limited
SHRUTI Digitally signed by SHRUTI SHARMA SHARMA Date: 2025.09.08 17:57:07 +05'30'
Shru� Sharma Company Secretary & Compliance Officer
Regd. Office EMA INDIA LTD. Tel. : +91-9453153780 & 502, Gopala Chambers, E-mail : [email protected] Postal Address 14/123, Parade, Kanpur-208 001 Uttar Pradesh INDIA
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EMA INDIA LIMITED
502, Gopala Chambers, 14/123 Parade, Kanpur, Uttar Pradesh- 208001 Ph: 0512-2691210-11
E-mail: [email protected]; Website: www.eiltd.info CIN No.: L27201UP1971PLC003408
NOTICE
NOTICE is hereby given that 54th Annual General Meeting (“AGM”) of Shareholders of EMA INDIA LIMITED will be held on Tuesday 30[th] September, 2025 at 02:30 P.M in compliance with applicable circulars issued by the Ministry of India and Securities and Exchange Board of India through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) to transact the following businesses: -
ORDINARY BUSINESS :
1. To consider and if thought fit, to pass, with or without modification(s), the following Item as an Ordinary Resolution :
To receive, consider and adopt the Audited Financial Statements of the Company for the year ended March 31[st] , 2025 and the Reports of Board of Directors and the Auditors thereon.
“RESOLVED THAT the audited annual financial statement of the Company comprising of Balance Sheet, Statement of Profit and Loss Account along with Cash Flow Statement as at 31st March,2025 and explanatory notes annexed to, or forming part of any document referred above together with the Auditors Report thereon and Board's report for the financial year ended on 31st March 2025 and annexures thereof, as circulated to the shareholders and laid before the meeting, be received, considered and adopted. ”
2. To consider and if thought fit, to pass, with or without modification(s), the following Item as an Ordinary Resolution:
To appoint a director in place of Ms. Rakshita Bhargava (DIN 00234224) who retires by rotation and being eligible offers herself for re-appointment.
“RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013 read with rules made thereunder, Ms. Rakshita Bhargava (DIN: 00234224), who retires by rotation and being eligible, offers herself for re-appointment, be and is hereby re-appointed as a Director of the Company, who shall be liable to retire by rotation.”
SPECIAL BUSINESS:
3. To consider and if thought fit, to pass, with or without modification(s) the following resolution as Special Resolution:
To Appoint Mr. Awashesh Dixit, Practising Company Secretary as Secretarial Auditor of the Company.
“RESOLVED THAT pursuant to the provisions of Section 204 and other applicable provisions of the Companies Act, 2013 (“the Act”) read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification or re-enactments thereof) and Regulation 24A and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the Listing Regulations”) read with Circulars & Guidelines issued thereunder, from time to time [including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof, for the time being in force] and in accordance with the recommendation of the Audit Committee and the Board of Directors of the Company, Mr. Awashesh Dixit, Practising Company Secretary, be and is hereby appointed as the Secretarial Auditor of the Company at this 54th Annual General Meeting Membership No. FCS No. 10860 and C.P. No. 15398, to conduct the Secretarial Audit for five consecutive financial years commencing from April 01, 2025, until March 31, 2030 (“the Term”) and to furnish the Secretarial Audit Report for the Term as required under the Act and the Listing Regulations.
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RESOLVED FURTHER THAT the Board of Directors of the Company (referred to as the Board which expression shall include any committee thereof or person(s) authorized by the Board), be and are hereby authorized to fix the annual remuneration plus applicable taxes and out-of-pocket expenses payable to them during their tenure as the Secretarial Auditors of the Company.
RESOLVED FURTHER THAT approval of the members, be and is hereby accorded to the Board to avail or obtain from the Secretarial Auditor, such other services or certificates, reports, or opinions which the Secretarial Auditor may be eligible to provide or issue under the applicable laws at a remuneration to be determined by the Board.
RESOLVED FURTHER THAT the Board, be and is hereby authorized to take such steps and do all such acts, deeds, matters, and things as may be considered necessary, proper, and expedient to give effect to this Resolution.”
Place: Kanpur Dated: 05.09.2025
By Order of the Board Sd/- RANJANA BHARGAVA Whole Time Director DIN No. 00234421 R/o: 28-Chandra Vihar, Lakhanpur Kanpur-208002
NOTES:
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a) The Explanatory Statement, pursuant to Section 102 of the Act and in respect of business under Item Nos. 2 & 3 set out above and relevant details of Directors seeking appointment/ re-appointment at this Annual General Meeting as required under Regulations 36(3) and other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), and Secretarial Standard – 2 on General Meetings (“SS2”) issued by the Institute of Company Secretaries of India (“ICSI”), is also annexed herewith as Annexure-A.
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b) Pursuant to the General Circular No. 09/2024 dated September 19, 2024, issued by Ministry of Corporate Affairs (MCA) and Circular No SEBI/HO/CFD/ CFDPoD-2/ P/ CIR/ 2024/ 133 dated October 03, 2024 (“SEBI Circular”) and other applicable circulars and notifications issued (including any statutory modifications or re-enactment thereof for the time being in force as amended from time to time, companies are allowed to hold EGM/ AGM shall be conducted through VC / OAVM.
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c) Accordingly, in compliance with the aforementioned MCA Circulars and SEBI Circulars, the 54th Annual General Meeting (“AGM”) of the Company will be held on Tuesday, September 30, 2025 at 02:30 p.m. (IST) through Video Conferencing (VC) / Other Audio Visual Means (OAVM) facility to transact the businesses as set out in the Notice of AGM and therefore no physical presence of members is required. The deemed venue of AGM shall be deemed to be Registered Office of the Company at 502, Gopala Chambers, 14/123 Parade, Kanpur, Uttar Pradesh- 208001.
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d) Since, the AGM will be held through VC/ OAVM, the route map is not annexed to this Notice.
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e) The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of ascertaining the quorum under Section 103 of the Companies Act, 2013.
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f) The Members can join the AGM in the VC/OAVM mode 30 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 to at least 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or 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 account of first come first served basis.
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g) The Register of Members and the Share Transfer books of the Company will remain closed from Tuesday, 23rd September, 2025 to Tuesday, 30th September, 2025 (both days inclusive) for annual closing.
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h) Notice of the AGM along with the Annual Report 2024-25 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories/ RTA. The Notice of AGM and Annual Report 2024-25 are available on Company’s website viz. www.eiltd.info and may also be accessed from the websites of the Stock Exchanges i.e. BSE Limited www.bseindia.com . The AGM Notice is also available on the website of CDSL (agency for providing the Remote e-Voting facility and e-voting system during the AGM) at www.evotingindia.com.
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i) Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this AGM. However, the Body Corporates are entitled to appoint authorized representatives to attend the AGM through VC/OAVM and participate there at and cast their votes through e-voting.
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j) 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 SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA 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 Central Depository Services (India) Limited (CDSL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-voting as well as voting system on the day of the AGM will be provided by CDSL
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k) The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit the PAN to their Depository Participants with whom they are maintaining their demat accounts. Members holding shares in physical form can submit their PAN details to Alankit Assignments Limited, Alankit Heights 4E/2, Jhandewalan Extension, New Delhi – 110055 or to the Company.
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l) Members joining the meeting through VC, who have not cast their vote by means of remote e-voting, shall be able to exercise their right to vote through e- voting system at the AGM. The Members who have cast their vote by remote e-voting prior to the AGM may also join the AGM through VC but shall not be entitled to cast their vote again.
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m) Electronic copy of the Annual Report for the Financial Year 2024-25 is being sent to all the members whose email IDs are registered with the Company/Depository Participants(s) for communication purposes unless any member has requested for a hard copy of the same.
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n) Members may also note that the Notice of the 54th Annual General Meeting and the Annual Report for the Financial Year 2024-25 will also be available on the Company’s website www.eiltd.info for their download. The physical copies of the aforesaid documents will also be available at the Company’s Registered Office in Kanpur for inspection during normal business hours on working days. Even after registering for e-communication, members are entitled to receive such communication in physical form, upon making a request for the same, by post free of cost. For any communication, the shareholders may also send their requests at Company’s investor email id: [email protected].
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o) To support “Green Initiative”, members who have not registered their e-mail addresses are requested to register the same with their Depositories in case the shares are held by them in electronic form and with the Company’s RTA in case the shares are held by them in physical form.
THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER: -
Step 1 : Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.
Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and nonindividual shareholders in demat mode.
(i) The voting period begins on Saturday, September 27, 2025 (9:00 a.m. IST) and ends on Monday, September 29, 2025 (5:00 p.m. IST). During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date i.e. Monday, September 22, 2025, may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.
(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.
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(iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.
In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e- voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants . Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.
(iv) Facility for e-voting shall also be made available at the AGM for those members who attended the AGM and who have not already cast their vote by remote e-voting shall be able to exercise their right at the AGM. Members who have cast their vote by remote e-voting may also attend the AGM, but shall not be allowed to cast their vote again.
(v) Mr. Awashesh Dixit, Practising Company Secretary has been appointed as the Scrutinizer, for conducting the e-voting as well as voting at the AGM in a fair and transparent manner. The results on resolutions shall be declared not later than 48 hours from the conclusion of the AGM and the resolutions will be deemed to be passed on the AGM date subject to receipt of the requisite number of votes in favor of the resolutions.
(vi) The results declared along with the Scrutinizer’s Report will be available on the corporate website of the Company, www.eiltd.info and communicated to BSE Limited.
Step 1 : Access through Depositories CDSL/NSDL e-voting system in case of Individual shareholders holding shares in demat mode.
(vii) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 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.
Pursuant to abovesaid SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:
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Type of Login Method
shareholders
1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user
Individual id and password. Option will be made available to reach e-Voting page without any further
Shareholders authentication. The users to login to Easi / Easiest are requested to visit cdsl website
holding securities
www.cdslindia.com and click on login icon & New System Myeasi Tab.
in Demat mode
with CDSL
2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible
Depository
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 e-Voting period or joining virtual meeting &
voting during the meeting. 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 available at cdsl website
www.cdslindia.com and click on login & 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 user by sending OTP on registered Mobile & Email as recorded
in 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 1) If you are already registered for NSDL IDeAS facility, please visit the e-Services website of
Shareholders NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on
holding securities
a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on
in demat mode
with NSDL the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section. A new
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Depository screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting 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 name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
2) If the user is 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
- 3) 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 hold with NSDL), Password/OTP and a Verification Code as shown 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 name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting
Individual You can also login using the login credentials of your demat account through your Depository Shareholders Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will (holding be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to securities in NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting demat mode) feature. Click on company name or e-Voting service provider name and you will be redirected login through to e-Voting service provider website for casting your vote during the remote e-Voting period their Depository or joining virtual meeting & voting during the meeting. Participants (DP)
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL .
| Login type | Helpdesk details | |
|---|---|---|
| Individual Shareholders holding securities in Demat mode withCDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] contact at toll free no. 1800 21 09911 |
|
| Individual Shareholders holding securities in Demat mode withNSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at : 022-4886 7000 and 022-2499 7000 |
Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.
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(i) Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders other than individual holding in Demat form.
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1) The shareholders should log on to the e-voting website www.evotingindia.com.
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2) Click on “Shareholders” module.
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3) Now enter your User ID
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a. For CDSL: 16 digits beneficiary ID,
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b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
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c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
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4) Next enter the Image Verification as displayed and Click on Login. 5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.
If you are a first-time user follow the steps given below
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For Physical shareholders and other than individual shareholders holding shares in Demat.
PAN Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicable for both
demat shareholders as well as physical shareholders)
Shareholders who have not updated their PAN with the Company/Depository Participant
are requested to use the sequence number sent by Company/RTA or contact
Company/RTA.
Dividend Bank Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat
Details account or in the company records in order to login.
OR Date of If both the details are not recorded with the depository or company, please enter the
Birth (DOB) member id / folio number in the Dividend Bank details field.
(ii) After entering these details appropriately, click on “SUBMIT” tab.
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(iii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
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(iv) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
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(v) Click on the EVSN for the relevant Company “EMA India Limited” on which you choose to vote.
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(vi) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.
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(vii) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
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(viii) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
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(ix) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
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(x) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.
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(xi) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.
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(xii) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to scrutinizer for verification.
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(xiii) Additional Facility for Non – Individual Shareholders and Custodians –For Remote Voting only.
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Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.
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A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].
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After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.
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The list of accounts linked in the login will be mapped automatically & can be delink in case of any wrong mapping.
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It is Mandatory that, a scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
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Alternatively Non Individual shareholders are required mandatory to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; [email protected] , if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.
INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE AGM THROUGH VC/OAVM & E-VOTING DURING MEETING ARE AS UNDER:
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The procedure for attending meeting & e-Voting on the day of the AGM is same as the instructions mentioned above for e-voting.
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The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after successful login as per the instructions mentioned above for e-voting.
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Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not be eligible to vote at the AGM.
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Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
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Further shareholders 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 via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
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Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request in advance atleast 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at [email protected]. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at [email protected]. These queries will be replied to by the company suitably by email.
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Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.
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Only those shareholders, who are present in the 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 available during the AGM.
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If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders may be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.
Process for those shareholders whose email/mobile No. are not registered with the Company/Depositories
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For physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self -attested scanned copy of PAN card), AADHAR (self -attested scanned copy of Aadhar Card) by email to [email protected]/ [email protected].
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For Demat Shareholders- Please update your email id & mobile no. with your respective Depository Participant (DP)
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For Individual Demat shareholder’s- Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository
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. If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to [email protected] or contact at toll free no. 1800 21 09911
All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or call toll free no. 1800 21 09911.
EXPLANATORY STATEMENT
(Pursuant to Section 102 of the Companies Act, 2013)
The following Explanatory Statement sets out all material facts relating to the businesses mentioned under Item Nos. 3; 4 & 5 of the accompanying Notice:
ITEM NO. 3:-
Appointment of Mr. Awashesh Dixit, a Practising Company Secretary as Secretarial Auditor of the Company in accordance with the provisions of Section 204 and other applicable provisions of the Companies Act, 2013, read with Rule 9 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or amendment(s) thereto, or reenactment(s) thereof, for the time being in force) (“the Act”), every listed Company and certain other prescribed categories of Companies are required to annex a Secretarial Audit Report, issued by a Practicing Company Secretary, to their Board’s report, prepared under Section 134(3) of the Act.
Furthermore, pursuant to recent amendments to Regulation 24A of the Listing Regulations, every listed entity is required to conduct a secretarial audit and annex the secretarial audit report to its annual report. Additionally, a listed entity must appoint a secretarial auditor who is individual for maximum of one term of five consecutive years, with shareholder approval to be obtained at the annual general meeting.
Accordingly, based on the recommendation of the Audit Committee, the Board of Directors at its meeting held on 05th September, 2025, has approved the appointment of Mr. Awashesh Dixit, a Practising Company Secretary [bearing ICSI Membership No.: FCS No. 10860 and C.P. No. 15398], as the Secretarial Auditor of the Company, to conduct the Secretarial Audit for five consecutive financial years commencing from April 01, 2025, until March 31, 2030 (‘the Term’) and to furnish the Secretarial Audit Report for the Term as required under the Act and the Listing Regulations, subject to shareholders’ approval at this Annual General Meeting.
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Annexure-A
Disclosure relating to Director pursuant to Regulations 36(3) and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Secretarial Standard – 2 on General Meetings
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Name Mrs. RAKSHITA BHARGAVA
DIN 00234224
Date of Birth 07th April, 1974
Age 51 years
Qualifications B.B.A in International Business and Marketing Schiller International University,
Heldelberg, Germany
Experience 29 years
Remuneration last drawn Sitting Fees as per provisions of Companies Act, 2013.
Nationality Indian
Expertise in specific functional area Management and Finance
Date of first appointment on the Board 22/11/2006
of the Company
Name(s) of the other Companies DIATECH TOOLS INDIA PRIVATE LIMITED
in which Directorship held
Membership/ Chairmanship Holds membership in following committees of EMA India Limited
/Chairperson of Committees in the
Company Chairperson Member
Stakeholder Relationship Nomination and Remuneration
Committee Committee
Audit Committee
Membership/ Chairmanship of NIL
Committees in other Listed Companies
No. of Equity Shares held in the 71343
Company
No. of Board meetings attended during 4
the year
Relationship with other directors, Daughter of Mrs. Ranjana Bhargava (Whole Time Director and CFO of the Company)
Manager, key managerial personnel of
the Company
Terms and conditions of appointment Non Executive Director Liable to retire by rotation
(if any)
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