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GACM Technologies Limited Proxy Solicitation & Information Statement 2021

Apr 6, 2021

60715_rns_2021-04-06_918a8779-9442-48da-87ee-a53115d21fbc.pdf

Proxy Solicitation & Information Statement

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Té; To, The Secretary, The Manager, Listing Department Listing Department,

BSE Limited National Stock Exchange of India Limited PJ Towers, Dalal Street, Fort, Exchange Plaza. 5t»Floor, Plot No. C/1, G Mumbai - 400 001 Block Bandra-Kurla Complex, Bandra (E), Mumbai-400051, Maharashtra.

Dear Sir / Madam,

Sub: Intimation of Notice of Postal Ballot under Regulations30 read with Schedule III of SEBI (Listing Obligati 1Discl Requi ) Regulati 2015

With reference to the captioned subject and pursuant to Section 110 of the CompaniesAct, 2013 please find enclosed Postal Ballot Notice sent to the members electronically on 06% April, 2021 to approve Change in Main Object Clause by inserting 3 (Three) New Clauses in Clause III (A) of the Memorandum of Association of the Companyby passing Special Resolution in accordance with the provisions of Companies Act, 2013.

At present the Company is in the business of Stock Broking. The Company has decided to explore the possibilities to diversify the existing business of the Company intoInvestment Advisory, Alternate Investment Fund and Services pertaining to Depository Participants.The alteration in the Objects Clause of the Memorandum of Association as set out in the Resolution is to facilitate diversification. This will enable the company to enlarge the area of operations and carry on its business economically and efficiently and the proposed activities can be, under the existing circumstances, conveniently and advantageously combined with the present activities of the company.

We request you to take the above on your record.

Thanking you, Yours faithfully,

For and on Behalf of STAMPEDE CAPITAL LIMITED °

Abhishek Jain Company Secretary & Compliance Officer

Date :06/04/2021 Place : Hyderabad

Stampede Capital Ltd

NOTICE OF POSTAL BALLOT

Dear Member(s),

NOTICE of Postal Ballot is hereby given, pursuant to the provisions of Section 110 and other applicable provisions, if any, of the Companies Act, 2013 read with rule 22 of Companies (Management and Administration), Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force)read with the Circular No. 14/2020 dated 8th April, 2020, Circular No. 17/2020 dated 13thApril, 2020 and Circular No. 33/2020 dated 28th September, 2020 and dated 31st December, 2020, issued by the Ministry of Corporate Affairs ("MCA") (hereinafter collectively referred to as "MCA Circulars"), Secretarial Standards - II ("SS-II") and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), to transact the following special businesses by passing the special resolution set out below through Postal Ballot including voting through electronic means.

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories and no physical Postal Ballot Forms will be dispatched. If your e-mail address is not registered with the Company/Depositories, please follow the process provided in the Notes to receive this Postal Ballot Notice and login ID and password for remote e-voting. The communication of the assent or dissent of the Members would only take place through the remote e-voting system.

The Company is desirous of seeking your consent to the proposals contained in the Resolution(s) set out below. A statement under Section 102 of the Companies Act, 2013, giving all material facts and the reasons for the Resolutions is also annexed.

The Board of Directors, at its meeting held on Monday on 05th April, 2021 has appointed Priya Sapra, Proprietor of M/s. Priya Sapra and Associates, Practicing Chartered Accountants, as the Scrutinizer for conducting the postal ballot voting process in a fair and transparent manner.

You are requested to peruse the proposed Resolutions along with their respective Explanatory Statement and thereafter record your assent or dissent by means of remote e-voting facility provided by the Company.

E-voting Option

In accordance with the provisions of Section 110 of the Companies Act, 2013 read with the applicable rules of Companies (Management and Administration) Rules, 2014 (including any statutory modification(s) or reenactment(s) thereof for the time being in force) and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are pleased to offer e-voting facility to cast your votes electronically.

The Company has engaged the services of Central Depository Services (India) Limited (CDSL) for the purpose of providing e-voting facility to all its members. Please read carefully and follow the instructions on e-voting printed in this Postal Ballot Notice.

The Scrutinizer will submit his report to the Chairman or any other Director of the Company or Company Secretary of the Company as authorised by the Board, upon completion of scrutiny of postal ballots in a fair and transparent manner and the result will be declared on or before Saturday, 08th May, 2021 through the mode as

Stampede Capital Ltd

the Company deems fit for such declaration. The result will also be posted on the Company's website www.stampedecap.com and communicated to the Bombay Stock Exchange Limited (BSE) and National Stock Exchange of India Limited. The date of announcement of result shall be taken to be the date of passing of the resolution.

Stampede Capital Ltd

ITEM OF BUSINESSES REQUIRING CONSENT OF SHAREHOLDERS THROUGH E-VOTING:

AMENDMENT IN OBJECT CLAUSE OF THE MEMORANDUM OF ASSOCIATION OF THE COMPANY:

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Section 13 and other applicable provisions, if any, of Companies Act, 2013, (including any statutory modifications or re-enactment thereof, for the time being in force), and the rules framed there under and subject to the approval of the concerned Registrar of Companies Ministry of Corporate Affairs, consent of the shareholders by way of Special Resolution be and is hereby accorded to append the following sub clause (4) (5) (6) after sub clause (3) of clause III (A) of the Memorandum of Association of Company:

"4. To undertake the activities of a Depository Participant or such other intermediary in terms of the Depositories Act, 1996, and the regulations made thereunder or any modification or re-enactment thereof and for that purpose to obtain the membership of the Central Depository Services (India) Limited (CDSL) or National Securities Depository Limited or such other Depository as may be recognized by the Government or any regulator or authority as approved by the Government from time to time under that Act.

5. To carry on the business of investment advisor, debt arranger, advisor for debt issuance and to carry on investment advisory services, financial consultancy services, venture capital, custodial services, factoring, credit reference agencies, credit rating agencies, housing finance, foreign exchange broking, credit cards managing services, money changing, offering term loan(s), Inter-Corporate Deposits, offering all kinds of credit facilities, whether secured or unsecured, to provide micro credit and rural credit in accordance with and to the extent permissible under the applicable regulations in respect of each of the above activities in India or elsewhere, and to provide and to engage in all businesses as may be related or ancillary to the aforesaid business areas and to carry on the business or vocation of acting as advisers and consultants on all matters relating to corporate, commercial and industrial management, including trading, personnel, advertising and public relations, and to prepare evaluations, feasibility studies, project reports, and to give guidance and surveys and suggest ways and means for improving efficiency in investment opportunities, trades, business and organisations, and industries of all kinds in India and elsewhere and to carry on any business.

6. To carry on the business of providing and managing venture capital, seed capital and risk capital or any other business of similar nature which is permitted by Alternative Investment Funds Regulations, 2012 or any other guideline for the purpose."

RESOLVED FURTHER THAT Mr. Jonna Venkata Tirupati Rao, Managing Director or Mr. Srinivas Maya, Whole Time Director of the Company, be and is hereby authorized severally or jointly to take necessary steps to obtain confirmation of concerned Registrar of Companies, Ministry of Corporate Affairs under Section 13(9) of the Companies Act, 2013in respect of the aforesaid alteration of Clause III of the Memorandum of Association and to agree to such modifications, terms & conditions in the new proposed sub clause as may be directed by the Registrar of Companies and to modify the same accordingly.

RESOLVED FURTHER THAT Mr. Jonna Venkata Tirupati Rao, Managing Director or Mr. Srinivas Maya, Whole Time Director of the Company, be and is hereby authorized severally or jointly to take all the requisite, incidental, consequential steps to implement the above resolution and to perform all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, any question, query, or doubt that may arise in this regard, and to execute/publish all such notices, deeds, agreements, papers and writings as may be necessary and required for giving effect to this resolution."

Stampede Capital Ltd

By order of the Board of Directors

Sd/- Abhishek Jain Company Secretary & Compliance Officer Membership No: A62027 Place : Hyderabad Date : 05th April, 2021

Regd. Office: STAMPEDE CAPITAL LIMITED

CIN : L67120TG1995PLC020170
Tel : +91-40-48578444/26
Fax : +91-40-48578444
E-mail : [email protected]
Website : www.stampedecap.com
Address : 402 to 404, 4th Floor, Saptagiri Towers,
Begumpet, above Pantaloons, Hyderabad, Telangana,
500016, India

Stampede Capital Ltd

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

ITEM NO 1:

Your Board of Director has to consider from time to time proposals for diversification into areas which would be profitable for the Company as part of diversification Plans. For this purpose, the object Clause of the Company, which is presently restricted in scope, requires to be comprehensive so as to cover a wide range of activities to enable your Company to consider embarking upon new projects and activities.

The alteration in the Objects Clause of the Memorandum of Association as set out in the Resolution is to facilitate diversification. This will enable the company to enlarge the area of operations and carry on its business economically and efficiently and the proposed activities can be, under the existing circumstances, conveniently and advantageously combined with the present activities of the company.

The "Main Object" clause of the Memorandum of Association of the Company is being amended by appending the afore-said sub clauses (4) (5) and (6) after sub clause (3) of clause III (A) of the Memorandum of Association of Company.

The Board of Directors at its meeting held on April 05, 2020 has approved alteration of the MOA of the Company and the Board of Directors now seek Members' approval for the same.

Further in keeping with the amendments as introduced by the Companies Act 2013, the Main Objects clause of the Memorandum of Association of the Company, Clause III (A) is accordingly to be titled as 'THE OBJECTS TO BE PURSUED BYTHE COMPANYON ITS INCORPORATION'.

The draft Copy of the Memorandum of Association of the Company is available for inspection at the registered office of the Company on any working day during Business Hours till the date of AGM. The Amendment shall be effective upon the registration of the resolution with the Registrar of the Companies. The proposed change of object clause requires the approval of shareholders through Special Resolution pursuant to the provisions of Section 13 of the Companies Act, 2013.

None of the Directors / Key Managerial Personnel of the Company / their relatives is in any way, concerned or interested, financially or otherwise, in the resolution set out at Item No. 1 of the Notice.

The Board recommends the Special Resolution set forth in Item No. 1 of the Notice for approval of the Members.

By order of the Board of Directors Regd. Office:STAMPEDE CAPITAL LIMITED
CIN : L67120TG1995PLC020170
Sd/- Tel : +91- 40-48578444/26
Abhishek Jain Fax : +91-40-48578444
Company Secretary & Compliance Officer E-mail : [email protected]
Membership No: A62027 Website : www.stampedecap.com
Place: Hyderabad Address : 402 to 404, 4th Floor, Saptagiri Towers,
Date: 05th April, 2021 Begumpet, above Pantaloons, Hyderabad, Telangana,500016, India

Stampede Capital Ltd

NOTES:

    1. The Explanatory Statement pursuant to the provisions of Sections 102 and 110 of the Companies Act, 2013 ("the Act") read with Rule 22 of the Companies (Management and Administration) Rules, 2014 ("Rules") stating material facts and reasons for the proposed resolution is annexed hereto. A copy of the Notice along with all annexures is also available on the website of the Company viz www.stampedecap.com or https://www.stampedecap.com/investor\_relations.html
    1. In compliance with the Circular No. 14/2020 dated 8thApril, 2020, Circular No. 17/2020 dated 13thApril, 2020 and Circular No. 33/2020 dated 28th September, 2020 and dated 31st December, 2020 issued by the Ministry of Corporate Affairs ("MCA") hereinafter collectively referred to as ("MCA Circulars"), this Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories.
    1. If your E-mail address is not registered with the Company/Depositories, you may register on or before Thursday, 15th April, 2021 to receive this Postal Ballot Notice and the procedure for remote e-voting along with the login ID and password for remote e-voting by completing the process for registration of e-mail address as under:

The process to be followed for registration of e-mail address is as follows: The Members who have not registered their e-mail addresses are requested to register them with the Company to receive ecommunication from the Company. For registering e-mail address, the Members are requested follow the below steps

  • Members holding shares in physical mode are requested to provide name, folio number, mobile number, e-mail address, scanned copies of share certificate(s) (both sides), self-attested PAN and Aadhar card through e-mail on [email protected]
  • Members holding shares in dematerialized mode are requested to provide name, Depository participant ID and Client ID, mobile number, e-mail address, scanned copies of self-attested client master or Consolidated Account statement through e-mail on [email protected]

After successful registration of the e-mail address, a copy of this Postal Ballot Notice along with the remote e-voting user ID and password will be sent to your registered e-mail address.

Members may note that this Postal Ballot Notice will also be available on the Company's website, www.ivpindia.com, websites of the Stock Exchanges where the shares of the Company are listed i.e. BSE Limited, www.bseindia.com and National Stock Exchange of India Limited, www.nseindia.com and on the website of Central Depository Services (India) Limited ("CDSL"), www.evotingindia.com

    1. The documents referred to in the Notice and the Explanatory Statement are available to facilitate online inspection until the last date of remote e-voting. Members seeking to inspect such documents can send an email to [email protected] The same will be replied to by the Company suitably.
    1. The resolution, if approved, shall be deemed to have been passed on the last date of voting, i.e. Thursday, 06th May, 2021.
    1. The Notice is being sent to all the Members, whose names appear in the Register of Members/ Record of Depositories as on Friday, 02nd April, 2021 After the dispatch of the Notice, it shall also be displayed on the

Stampede Capital Ltd

website of the Company (www.stampedecap.com) and on the website of M/s. Venture Capital And Corporate Investments Private Limited (RTA) (https://www.vccipl.com).

    1. In compliance with the provisions of Section 110 of the Companies Act, 2013 and the Rules issued thereunder and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the members are being provided with the facility to cast their vote by electronic means through the e-voting platform provided by M/s. Central Depository Services (India) Limited.
    1. In case of any queries, you may contact the Company at [email protected] or contact the RTA, Venture Capital And Corporate Investments Private Limited, at [email protected]

INSTRUCTIONS

  • Pursuant to Section 110 and other applicable provisions of the Companies Act, 2013, read with Rule 22 of the Companies (Management and Administration) Rules, 2014 (including any statutory modification or reenactment thereof for the time being in force), assent or dissent of the Shareholders in respect of the Resolutions contained in the Postal Ballot Notice is being sought through postal ballot process.
  • The members who have casted their vote by remote e-voting prior to the AGM may also attend the AGM but shall not be entitled to cast their votes thereat again.
  • A person who is not a member as on cut-off date should treat this Notice for information purpose only.
  • The Members can also use mobile application 'm-Voting' of CDSL for e-voting using their e-voting credentials.
  • For the non-individual Members and the Custodians:
    • Non-individual Members (that is, other than individuals, Hindu Undivided Family, Non-Resident Individual) and Custodians are required to log on to www.evotingindia.com and register themselves as Corporate.
    • A scanned copy of the registration form bearing the stamp and sign of the entity will be e-mailed to [email protected]
    • After receiving the login details, a Compliance user will be created using the admin login and password. The Compliance user will be able to link the account(s) for which they wish to vote on.
    • The list of accounts will be e-mailed to [email protected] and on approval of the accounts, votes can be cast.
    • A scanned copy of the Board Resolution and Power of Attorney issued in favor of the Custodian, if any, will have to be uploaded in portable document format in the system for verification by the Scrutinizer

THE INSTRUCTIONS FOR E-VOTING ARE AS UNDER

In compliance with the provisions of Sections 108 and 110 of the Act and Rules 20 and 22 of the Rules, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and MCA Circulars, the Company has provided the facility of remote e-voting to all Members, to enable them to cast their votes electronically. The Company has engaged the services of CDSL to provide remote e-voting facility to its Members.

Stampede Capital Ltd

  • Voting rights of the Members shall be in proportion to the shares held by them in the paid-up equity share capital of the Company as on Friday, 02nd April, 2021 ("Cut-off date"). Only those Members whose names are recorded in the Register of Members of the Company as on the Cut-off date will be entitled to cast their votes by remote e-voting. A person who is not a Member as on the Cut-off date should treat this Postal Ballot Notice for information purposes only.
  • The e-voting period begins on Wednesday, 07th April, 2021 (9:00 A.M. I.S.T) and ends on Thursday, 06th May, 2021 (5:00 P.M. I.S.T). 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. Friday, 02nd April, 2021 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter. Once the vote on a resolution is cast by the Shareholder, the Shareholder shall not be allowed to change it subsequently.

How do I vote electronically using CDSL e-Voting system?

  • a. Step 1: The shareholders should log on to the e-voting website www.evotingindia.com
  • b. Step 2: Click on Shareholders
  • c. Step 3: Now Enter your User ID
    • For CDSL: 16 digits beneficiary ID
    • For NSDL: 8 Character DP ID followed by 8 Digits Client ID
    • Members holding shares in Physical Form should enter Folio Number registered with the Company
  • d. Step 4: Next enter the Image Verification as displayed and Click on Login

e. Step 5A:For Members Already Registered with CDSL

The Members who are already registered with CDSL and have exercised e-voting through www.evotingindia.com earlier may follow the steps given below

Use the existing password

OR

f. Step 5B:For those Members who are not Registered with CDSL:

The Members (holding shares in Demat | physical form) who are not already registered with CDSL and are using the e-voting facility for the first time may follow the steps given below:

  • i. Register as under:
    • The Members who have already submitted their Permanent Account Number (PAN) to the Company | DP may enter their 10-digit alpha-numeric PAN issued by the Income Tax department. Others are requested to use the sequence number in the PAN Field. The sequence number is mentioned in the e-communication
    • Enter Date of Birth (DOB) as recorded in Demat account or in records of the Company for the said Demat account or folio in DD | MM | YYYY format. OR
    • Enter the Dividend Bank Details (DBD) as recorded in Demat account or in records of the Company for the said Demat account or folio. OR
    • If the Dob or DBD details are not recorded with the DP or the Company, enter the Member ID | folio number in the DBD field as under:

Stampede Capital Ltd

User ID for the Members holding 16 digits beneficiary ID
shares in Demat form with CDSL
User ID for the Members holding 8 Character DP ID followed by 8
shares in Demat form with NSDL Digits Client ID
User ID for the Members holding the folio number of the shares held in
shares in physical form the Company
  • ii. After entering these details appropriately, click on 'Submit'.
  • iii. The Members holding shares in physical form will reach the Company selection screen. However, the Members holding shares in Demat form will reach 'Password creation' menu and will have to enter login password in the 'new password' field. It is strongly recommended not to share the password with any other person and take utmost care to keep it confidential.
  • iv. The Members holding shares in physical form can use login details only for e-voting on the resolutions contained in this Notice

g. Step 6: How to Vote:

  • Click on the Electronic Voting Sequence Number (EVSN EQUITY: 210405006) (EVSN DVR: 210405007) of Stampede Capital Limited on which you choose to vote.
  • 'Resolution description' appears on the voting page with 'Yes | No' options for voting. Select the option 'Yes' or 'No' as desired. The option 'Yes' implies assent and option 'No' implies dissent to the resolution.
  • Click on the 'Resolutions file link' to view the details.
  • After selecting the resolution, click on 'Submit' tab. A confirmation box will be displayed. To confirm vote, click on 'Ok' else click on 'Cancel'
  • After voting on a resolution, the Members will not be allowed to modify their vote.
  • You can also take a print of the votes cast by clicking on "Click here to print" option on the Voting page.
  • In case the Members holding shares in Demat form forget their password, they can enter the User ID and the image verification details and click on 'Forgot password' to generate a new one.
  • Shareholders can also cast their vote using CDSL's mobile app m-Voting. The m-Voting app can be downloaded from respective Store. Please follow the instructions as prompted by the mobile app while Remote Voting on your mobile.

OTHER INSTRUCTIONS

  • In case you have any queries or issues regarding e-voting, you may refer to the Frequently Asked Questions ("FAQs") and e-voting manual available at www.evotingindia.com under the help section or write an e-mail to [email protected] or contact Mr. Nitin Kunder (022-23058738) or Mr. Mehboob Lakhani (022-23058543) or Mr. Rakesh Dalvi (022-23058542).
  • All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager, (CDSL) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex,

Stampede Capital Ltd

Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai-400013, Maharashtra, India or send an email to [email protected] or call on 022-23058542/43.

  • The Scrutinizer shall, immediately after the conclusion of voting through remote e-voting unblock the votes cast through remote e-voting and make, not later than 48 hours of the conclusion of the remote e-voting, a scrutinizer's report of the total votes cast in favour and against, if any, to the Chairman of the Company or any person authorised by him.
  • The said results along with the Scrutinizer's Report would be intimated to National Stock Exchange of India Limited and BSE Limited, where the equity shares of the Company are listed. Additionally, the results will also be uploaded on the Company's website www.stampedecap.com and the website of CSDL www.evotingindia.com

Regd. Office:

By order of the Board of Directors

STAMPEDE CAPITAL LIMITED
Sd/- CIN : L67120TG1995PLC020170
Abhishek Jain Tel : +91-40-48578444/26
Company Secretary & Compliance Officer Fax : +91-40-48578444
Membership No: A62027 E-mail : [email protected]
Place: Hyderabad Website : www.stampedecap.com
Date: 05th April, 2021 Address : 402 to 404, 4th Floor, Saptagiri Towers,
Begumpet, above Pantaloons, Hyderabad, Telangana,
500016, India

Stampede Capital Ltd