Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Finolex Industries Ltd. AGM Information 2021

Sep 23, 2021

60509_rns_2021-09-23_0acddb00-d588-412e-8723-caa074146c2d.pdf

AGM Information

Open in viewer

Opens in your device viewer

Tel Toll Free Fax Email Web +91 2114 237251I237253 1800 200 3466 +91 2114 237252 [email protected] finolexpipes.com

FIL/ SEC/ SEs/ 2021-22/045

231d September, 2021

dia Limited
National Stock Exchange of In
BSE Limited
Listing Department
Manager -
Listing Department
Manager -
5, Exchange Plaza Registered Office: Floor 25
Bandra-Kurla Complex P.J.Towers
Bandra (East), lal Street
Da
Mumbai 400051 Mumbai 400 001
Scrip Cod
e:
ity:
Scrip Code: Equ
Equity: FINPIPE 500940 / FINOLEXIND

Sub Summary of Proceedings at 40th Annual General Meeting of the Company

Ref Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir/ Madam,

This is to inform you that th e 40th Annual General Meetin g (AGM) of the Company was held on Wednesday, 22nd September, 2021 at 4 .00 p.m. (IST) through Video Conferencing or Other Audio Visual Means, in accordan ce with the relevant circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India, as per the Notice dated 25th June, 2021 and all items of business were transacted thereat.

In terms of the subject referred Regulation, enclosed herewith 1s a summary of proceedings of the 40th AGM.

The speech delivered by th e Execu tive Ch airman at the said AGM, is also enclosed. The same is also available at th e Compa ny's website www.fin olexpipes.com.

You are requested to kindly take the above on your records.

Thanking you,

Yours truly,

olex Industries Limited

Ashutosh Kulkarni Company Secretary ACS No.: 18549

Encl: As above

Corporate Office Finolex Industries Limited D-1 I 10, M.1.D.C.

Tel Fax

+91 20 27408200 +91 20 27474444 .......... -t.:::\t:- ..... 1 .... ,, ..... : .............. .......... ........

FINOLEX INDUSTRIES LIMITED

Summary of proceedings of the 4Qth Annual General Meeting

The Fortieth (4Qth) Annu al General Meeting (AGM) of the Members of the Company was held on Wednesday, 22nd Sep temb er, 2021 at 4 .00 p .m . (IST) throu gh Video Conferencing or Other Audio- Visua l Means, as p er th e Circu lars issued by Ministry of Corporate Affairs and Securities and Exch ange Board of India.

Mr. Prakash P. Chhabria, Executive Chairman of the Company, occupied the Chair. The requisite quorum being present, he called the AGM to order.

He introduced the Dire ctors and Key Managerial Personnel viz., Mr. Pradeep R. Rathi, Chairman of Audit Committee, Mr. Anami N. Roy, Chairman of Stakeholders' Relationship Committee, Ms. Bhumika L. Batra, Chairperson of Nomination & Remuneration Committee, Mrs. Ritu P. Chhabria, Chairperson of Corporate Social Responsibility Committee, Dr. Deepak Parikh, Mrs. Kanchan Chitale, Mr. Saurabh Dhanorkar, Mr. Sanjay Math, Managing Director, Mr. Anil Whabi, Chief Financial Officer, Mr. Ashutosh Kulkarni, Company Secretary.

He also informed that the representatives of the Company's Statutory Auditors and the Secretarial Auditors were present. The Chairman then delivered his speech.

With the consent of the shareholders' present, the notice was taken as read. The Company Secretary exp lained the remote e-voting process.

Sr.
No.
Particulars Type of
Resolution
Ordinary Business
1 To consider and a
dopt standalone and consolidated
audited financial statements of the Company for the
financial year ended 31st March, 2021 together with
and
the
the
reports
Auditors
Board
of th
of
e
Directors thereon.
Ordinary
2 To declare a final dividend of ~ 2 and a special
dividend of~ 2 per equity share for the financial year
ended 31
st March, 2021.
Ordinary
3 To appoint a Director in place of Mr. Saurabh S.
Dhanorkar (DIN: 00011322), who retires by rotation,
nd being eligible, offers himself for re-appointment.
a
Ordinary

The following businesses were transacted at the AGM.

Special Business
4 To ratify a consolidated remuneration of< 4
.00 Lakh
(Rupees four lakh only) to be paid to M/ s. S. R.
Bhargave &
Cost Accountants,
Pune,
(Firm
Co.,
the
Registration
000218)
Cost
Auditors
No
appointed by the Board of Directors of the Company
to conduct the audit of cost records of the Company
for the financial year ending 31
st March, 2022.
Ordinary
5 pprove payment of commission to the directors
To a
other than managing director or executive director(s)
of the Company not exceeding one per cent per
annum of the net profits of the Company calculated
in accordance with the provisions of Section 198 of
the Companies Act, 2013 with a cap of< 4
.00 Crores
(Rupees four crores only) for each financial year
commencing from 1st April, 2020.
Special
6 approve
issuing
or
invitation(s)
to
To
offer(s)
subscribe to debt securities as defined under the
and
(Issue
Debt
Securities)
SEBI
Listing
of
Regulations, 2008, as amended from time to time,
including Non-Convertible Debentures ("NCDs") for a
sum not exceeding < 250.00 Crores (Rupees Two
Hundred Fifty crores only) on a private placement
basis in one or more tranches during a period of one
year from the date of passing of this resolution
within the overall borrowing limits of the Company,
as approved by the members, from time to time.
Special

The Chairman then invited comments and questions from the Members registered as 'Speakers'. Queries raised by the members with respect to the business, technology, dividend, bonus shares, performance of the Company, COVID related measures and action plan etc., were clarified/answered by the Chairman at the AGM. The Chairman also stated that the Members can contact the Company Secretary for responses to other unanswered queries, if any.

Members were requested to cast their votes (who have not voted so far by evoting) through the Instapoll facility provided by KFin Technologies Private Limited. The Chairman informed the Members that the consolidated results of e-voting would be announced within 2 working days and be intimated to the Stock Exchanges. The same will also be posted on the website of the Company and on the website of KFin Technologies Private Limited and will also be communicated to the Stock Exchanges alongwith the Scrutinizer's Report.

The Chairman then thanked the Members present and declared the AGM as closed. The AGM concluded at 05.32 p.m.

This is for your information and records.

For Finolex Industries Limited

lkar iCompany Secretary M. No. : Al8549

Date: 23rct September, 2 021 Place: Pune

Chairman's Speech

Dear Shareholders,

Good afternoon,

I hope you and your family are taking the utmost precautions and keeping safe. I wish a speedy recovery to everyone who has been affected by this crisis.

I extend a very warm welcome to all of you to 40th Annual General Meeting of your Company.

It gives me immense pleasure to announce that with the vision of our beloved founder Late Shri. Pralhad P. Chhabria, your Company is celebrating its 40th anniversary. I would say rather, that it is a celebration of his visionary entrepreneurship.

The journey has been exciting as well as challenging as your Company continued to fulfil his vision as a well-established premium brand in the PVC Pipes and Fittings segment in India.

While we may pause to reflect for a moment, we are always looking ahead to set ourselves higher standards and greater goals, in order to take your Company onward into the future.

As you are aware the last FY was unprecedented due to COVID- 19 pandemic. We faced challenges in serving our end customers due to logistical obstacles. Your Company's markets were also impacted by these forces, which resulted in reduction in volumes.

In these challenging circumstances, your Company has worked tirelessly to adjust to the new environment. We have made structural changes and implemented the reforms needed to succeed and evolve with the times. We became more agile and adaptable in order to create solutions through business processes and innovations. Continuing with these changes your Company is taking concrete steps towards Company's digital transformation including state of the art CRM / Dealer Management system, improving efficiencies in logistics and supply chain and creating a tech savvy culture across the organisation.

In FY 2020-21 your Company's total revenue increased by 16% to Rs. 3,463 crores and EBITDA more than doubled to Rs. 989 crores - the highest ever since your Company's inception. This was driven by an increase in PVC prices, better realisations, lower costs and significant improvements in all operating parameters.

It gives me great pleasure to announce that your Board has recommended a final dividend at 100% i.e. Rs. 2/- per equity share and special dividend at 100% i.e. Rs.2/- per equity share for FY 2020-21 i.e. total dividend at 200%. This will be subject to the approval of the Shareholders at this Annual General Meeting, and the deduction of income tax at source, as applicable. The total dividend disbursement will amount to Rs. 248.19 Crores.

The Government of India's various initiatives such as 'Jal Jeevan Mission Scheme', 'Pradhan Mantri Avas Yojana', 'PM Jan Arogya Yojana', 'Swachh Bharat Mission' for the Irrigation sector, Rural Water Management and the focus on affordable housing, will remain one of the major drivers for growth in the PVC pipe industry. In response to this, your Company intends to increase its presence in the plumbing & sanitation sector and scale fresh heights in the agriculture sector.

To this end we have embarked on a transformation process to align our product pipeline, our distribution reach, and our partners to serve our customers better and enhance profitability. In line with this in the coming years, our efforts will be focused on capturing the expected increase in demand, expanding our distribution network throughout the country and promoting brand and quality consciousness amongst consumers.

As a Corporate citizen your Company understands its social responsibility. We have been working with the Mukul Madhav Foundation (MMF), our CSR arm and sustainability partner, to supply healthcare kits, PPE kits, safety kits, masks, oxygen concentrators, ventilators, sanitizers, temperature guns, face shields, gloves, medical equipment, warrior kits, and have organized food drives and groceries to people in need.

Cumulatively, under pan India 'Give with Dignity' initiative, we supported by distributing 29,990 grocery kits across 24 states and supported 120 small businesses across the country. . During FY 2020-21, your Company spent Rs. 9 Crores (as against the minimum of Rs. 8.81 Crores) towards various CSR initiatives. This year we also continued with our CSR activities in the areas of: healthcare, vocation skills, environmental sustainability, working towards the eradication of hunger, gender equality, support to differently-abled and education. In addition we provided disaster relief to locales in Odisha affected by the cyclone. I would specially like to thank your Director Mrs. Ritu P. Chhabria and her dedicated team at Mukul Madhav Foundation and Finolex team for their tireless work.

Given the challenges posed by the pandemic, your Company put in place several initiatives to augment the wellness and safety of its employees. Apart from social distancing & strict safety protocols, your Company undertook various health initiatives to address the physical, mental, and emotional well-being of its employees including the flexibility to work from home. During these tough times, your Company has paid full salaries and wages to its staff and workers and also given increments. Your Company has provided medical and healthcare facilities to employees who were infected with COVID-19.

Without the support of all our employees and external stakeholders it would not have been possible to surpass the expectations incumbent on a market leader and improve our brand image. It was so encouraging to witness the rapidity with which the team was able to switch gears and platforms to a new way of working. I sincerely thank our extended family members who supported us throughout the year even as our homes turned into offices overnight.

Mr. Saurabh Dhanorkar, Director who retires by rotation and being eligible, offers himself for re-appointment. Your Board recommends his re-appointment.

I would like to thank you for the trust you have reposed in us over the years. I would like to express my sincere appreciation to the Board of Directors of the Company for their active participation and guidance.

I would also like to express my heartiest gratitude to all our investors, customers, retailers, dealers, suppliers, employees and other stakeholders for their continued support and faith in Finolex.

Thank you Thank you very much

Prakash P. Chhabria Executive Chairman DIN : 00016017