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FLOMIC GLOBAL LOGISTICS LIMITED AGM Information 2021

Sep 30, 2021

62655_rns_2021-09-30_e65a93d1-ca27-4056-8ced-aaeffa8307d5.pdf

AGM Information

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Date: September 30, 2021

To, BSE Limited, Phiroze, Jeejeebhoy Towers, Dalal Street, Mumbai-400001.

Scrip Code: 504380

Dear Sir/Ma'am,

Sub: Proceedings of 40th Annual General Meeting

Pursuant to Regulation 30, read with Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations, 2015, please find enclosed herewith a summary of the 40th (Forty) Annual General Meeting of the Company held on Thursday, 30th September, 2021 at 05.00 PM through Video Conferencing and concluded at 06.00 P.M.

Request you to take the same on your record and acknowledge.

Thanking You,

FOR FLOMIC GLOBAL LOGISTICS LIMITED (FORMERLY KNOWN AS VINADITYA TRADING COMPANY LIMITED)

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LANCY BARBOZA CHAIRMAN

40TH ANNUAL GENERAL MEETING

PROCEEDING OF THE 40TH ANNUAL GENERAL MEETING OF FLOMIC GLOBAL LOGISTICS LIMITED HELD ON THURSDAY, 30[TH] SEPTEMBER, 2021 AT 05.00 P.M. THROUGH VIDEO CONFERENCING (VC) / OTHER AUDIOVISUAL MEANS (OAVM).

In Compliance with Regulation 30 and other applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby submit the proceedings of 40th Annual General Meeting (‘AGM’) of the members of Flomic Global Logistics Limited (‘the Company’), held today i.e. Thursday, September 30, 2021 at 05:00 AM IST through Video Conferencing (VC) / Other Audio Visual Means (OAVM) and the meeting concluded at 06.00 P.M.

The Company Secretary welcomed the Shareholders, who were participating in the Meeting through Video Conferencing (VC) / Other Audio-Visual Means (OAVM) and he has also briefed them about certain important points regarding video conferencing.

He informed that in compliance with the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and applicable provisions of the Companies Act, 2013 read with circulars, issued by Ministry of Corporate Affairs dated January 13, 2021, May 5, 2020, April 13, 2020, April 8, 2020 and SEBI Circular dated January 15, 2021 and May 12, 2020, the Company has provided the facility to members, to exercise their right to vote, by electronic means on resolutions proposed to be passed at the AGM, either through Remote E-voting or E-voting during AGM.

He further informed that the remote e-voting facility was provided by the Company from Monday, September 27, 2021 at 9:00 AM IST to Wednesday, September 29, 2021 at 5:00 PM IST to all the members of the Company, who were holding shares (either in physical form or dematerialized form) as on the cut-off date i.e., Thursday, September 23, 2021.

He further addressed the members of the Company and informed that “members attending the AGM, through Video Conferencing (VC) / Other Audio-Visual Means (OAVM), who have not cast their votes by remote e-voting, can cast their vote through e- voting during the AGM, the voting is open now and the e-voting shall remain open for half an hour from conclusion of the AGM, so that the members can cast their vote”.

He also informed that all the efforts as required, have been made by the Company to enable members to participate and vote on the item being considered in the meeting, after duly complying with the mechanism provided in MCA circular dated January 13, 2021, May 5, 2020, April 13, 2020 & April 8, 2020 along with other provisions of the Act and Rules.

Since the quorum of the meeting was present, the Chairman called the meeting to order and conducted the proceedings of the meeting through Video Conferencing (VC) / Other Audio-Visual Means (OAVM).

He has further informed that M/s S A R A & Associates, Statutory Auditors of the Company and M/s HD & Associates., Secretarial Auditors of the Company, have given the Audit Reports without any qualifications, observations or comments on financial transactions or matters, which have any adverse effect on the functioning of the Company, thus with the permission of members, the Auditors Reports as well as Directors Report of the Company, have been taken as read.

Also, the Chairman Speech has been circulated to the members in the Annual Report, so with the permission of the members, the same has been taken as read.

As the Meeting was convened through Video Conferencing (VC) / Other AudioVisual Means (OAVM), so, the following Resolutions had already been put to vote through remote e-voting thus the requirement to propose and second was not applicable:

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S No. Particulars of resolutions Type of Resolution
ORDINARY BUSINESS
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S No.
Particulars of resolutions
Type of Resolution
S No.
Particulars of resolutions
Type of Resolution
S No.
Particulars of resolutions
Type of Resolution
ORDINARY BUSINESS
1 To receive, consider and adopt the Audited Financial
Statements for the year ended March 31, 2021 along
with notes thereon as on that date and the Reports of
Board of Directors and Auditors thereon.
“RESOLVED
THAT,
the
Audited
Financial
Statements of the Company for the Financial Year
ended March 31, 2020 together with the reports of
Board and Auditors thereon be and hereby
considered and adopted.”



Ordinary Resolution
SPECIAL BUSINESS
2 Regularize Appointment And Remuneration Payable
To Mr. Alan Lancy Barboza As Director Of The
Company
“RESOLVED THATpursuant to provision of Section
161, Sections 196, 197 and 203 read with Schedule V
and other applicable provisions and the Companies
(Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (including any
statutory modification(s) or reenactment(s) thereof, for
the time being in force), approval of members of the
Company be and is hereby accorded to regularize the
appointment of and terms of remuneration payable to,
Mr. Alan Lancy Barboza (DIN: 06981560), who is
appointed as an Additional Director with effect from
31st May 2021 on the Board of the Company, be and is
hereby appointed as the Director of the Company.”
“FURTHER RESOLVED THATany one Director of
the Company be and is hereby authorized to file the
necessary forms and take suitable action for
implementation of the above said decision of the
Board.”
Ordinary Resolution
3 Regularize Appointment And Remuneration
Payable To Mr Suresh Shivanna Salian As Non-
Executive Independent Director The Company
RESOLVED THATpursuant to provision of
Section 161, Sections 196, 197 and 203 read with
Schedule V and other applicable provisions and
the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 (including
any statutory modification(s) or reenactment(s)
thereof, for the time being in force), approval of
members of the Company be and is hereby
accorded to regularize the appointment of and
terms of remuneration payable to, Mr. Alan Lancy
Barboza (DIN: 06981560), who is appointed as an
Additional Director with effect from 31st May
2021 on the Board of the Company, be and is
hereby
appointed
as
the
Director
of
the
Company.”
Ordinary Resolution
4 Approval For Related Party Transactions
“RESOLVED THATpursuant to the provisions
of Sections 185,186 and 188 of the Companies Act,
2013(“Act”)and other applicableprovisions,if
Special Resolution

any, read with Rule 15 of the Companies (Meetings of Board and its Powers) Rules, 2014, as amended till date, Regulation 23(4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and the Company’s policy on Related Party transaction(s), approval of Shareholders be and is hereby accorded to the Board of Directors of the Company to enter into contract(s)/ arrangement(s)/ transaction(s) with International Freight System Company Private Limited, a related party within the meaning of Section 2(76) of the Act and Regulation 2(1)(zb) of the Listing Regulations, for any contract(s)/ arrangement(s)/ transaction(s) on such terms and conditions as the Board of Directors may deem fit for an amount not exceeding the limits, provided that the said contract(s)/ arrangement(s)/ transaction(s) so carried out shall be at arm’s length basis and in the ordinary course of business of the Company.

The members were further informed that Mr. Hardik Darji, Proprietor of M/s HD & Associates, was appointed as Scrutinizer for the purpose of scrutinizing the e-voting process in a fair and transparent manner. Mr Lancy Barboza, Chairman of the meeting, authorized Mr. Ravikumar Bogam, Company Secretary to receive the Scrutinizers’ Report/Registers who shall countersign the same.

The Company Secretary further informed the members that the results of e-voting shall be disseminated to the Stock Exchanges at www.bseindia.com & www.nseindia.com and will also be displayed on the website of CDSL i.e www.evotingindia.com, the e-voting agency, on the Company’s website at www.flomicgroup.com and on the Registered & Corporate Office of the Company in due course.

After that, he has requested Mr. Lancy Barboza, Chairman of the Company, to address the shareholders of the Company. Mr. Lancy Barboza shared his view with the shareholders.

Mr. Ravikumar Bogam, Company Secretary of the Company, further informed that the members were given an opportunity to send their queries and questions, in

advance at . [email protected] All the queries received, were answered & responded by Mr. Lancy Barboza, Managing Director of the Company.

The Company Secretary proposed a vote of thanks to the Chair & the shareholders and the meeting concluded.

This is for your information and records please.

Thanking you, Yours sincerely,

FOR FLOMIC GLOBAL LOGISTICS LIMITED (FORMERLY KNOWN AS VINADITYA TRADING COMPANY LIMITED)

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LANCY BARBOZA CHAIRMAN