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Gayatri Projects Limited Declaration of Voting Results & Voting Rights Announcements 2021

Sep 26, 2021

61055_rns_2021-09-26_ce7b78c1-666e-4334-9a17-2d5931cdf9be.pdf

Declaration of Voting Results & Voting Rights Announcements

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September 25, 2021

To To
The Secretary, Listing Department The Manager, Listing Department
BSE Limited National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Plot No. Cll,
Dalal Street, G Block, Bandra-Kurla Complex, Bandra (E),
Mumbai - 400 001 Mumbai - 400 051
Maharashtra, India Maharashtra, India
Scrip Code: 532767 Scrip Code: GAYAPROJ

Dear Sir, Madam,

Sub: Disclosure of Voting Results of the 32nd Annual General Meetina ('AGM') of Gayatri Projects Limited ('the Company') and Scrutinizer Report dated September 25, 2021

The details of voting results of the 32nd Annual General Meeting of the Company held on Friday, September 24, 2021 are enclosed in the format prescribed under Regulation 44(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended- Annexure A.

The Scrutinizer's Report dated September 25, 2021, pursuant to Section 108 of the Act, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, each as amended - Annexure B,

The voting results along with the Scrutinizer's Report is available on the Company's website at www.gayatri.co.in and is also being made available on the website of the KFin Technologies Private Limited at evoting.kfintech.com (Service Provider).

This is for your information and records.

Thanking you,

Yours faithfully,

Gayatri Projects Limited

Company Secretary & Compliance Officer

End: As above

Annexure A

32nd Annual General Meeting Voting Results

Date of Annual General Meeting September 24, 2021
Total number of shareholders as on record date 38485
(September 17, 2021)
No. of Shareholders present in the meeting either in person or through proxy
Promoter and Promoter Group No arrangement for a physica
l
meeting or appointment of proxy
Public was made as the Meeting was held
through VC/OAVM
No. of Shareholders attended the meeting through Video Conferencing
Promoter and Promoter Group 1
Public 57

Agenda Wise Disclosure:

Resolution l{a}: Consider and adopt Audited Standalone Financial Statement for the financial year ended March 31, 2021 and the Reports of the Board of Directors and Auditors thereon and Resolution l{b}: Consider and adopt Audited Consolidated Financial Statement for the financial year ended March 31, 2021 and the Report of Auditors thereon - Ordinary Resolution

Whether promoter/ promoter group are interested in the agenda/resolution?
No
Category Mode of No. of No. of votes % of
Votes
No. of Votes No. of % of Votes in of
Votes
%
Voting shares held polled (2) Polled
on -
in favour Votes - favour on votes against on votes
(1) outstanding (4) against polled polled
shares (5) (6}=[(4}/(2)]*100 (7}=[(5}/(2))*100
(3}=[(2)/(1))*
100
Promoter E-Voting 7,72,59,807 99.999 7,72,59,807 0 100.000 0.000
and Poll 0 0.000 0 0 0.000 0.000
Promoter Postal Ballot 7,72,60,607
Group (if applicable) 0 0.000 0 0 0.000 0.000
Total (A) 7,72,59,807 99.999 7,72,59,807 0 100.000 0.000
Public- E-Voting 2,52,88,984 80.088 2,52,88,984 0 100.000 0.000
Institutions Poll 0 0.000 0 0 0.000 0.000
Postal Ballot
(if applicable)
3,15,76,369 0 0.000 0 0 0.000 0.000
Total (B) 2,52,88,984 80.088 2,52,88,984 0 100.000 0.000
Public- E-Voting 55,93,537 7.138 55,89,458 4,079 99.927 0.073
Non Poll 251 0.000 251 0 100.000 0.000
Institutions Postal Ballot 7,83,61,709
(if applicable) 0 0.000 0 0 0.000 0.000
Tota
l (e)
55,93,788 7.138 55,89,709 4,079 99.927 0.073
Total{A+B+C} 18,71,98,685 10,81,42,579 57.769 10,81,38,500 4,079 99.996 0.004

Whether resolution is passed or not: Yes, resolution is passed with requisite majority

Resolution 2: To appoint a director in place of T. Indira Reddy, who retires by rotation, and being eligible, offers herself for reappointment - Ordinary Resolution

Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of No. of shares No. of votes % of
Votes
No. of Votes No. of % of Votes in of
Votes
%
Voting held (1) polled (2) Polled
on -
in favour Votes - favour on votes aga inst on votes
outstanding (4) against (5) polled polled
shares (6)=[(4)/(2)]
*100
(7)=.[(5)/(2)] *100
(3)=[(2)/(1)]*
100
Promoter E-Voting 7,72,59,807 99.999 7,72,59,807 0 100.000 0.000
and Poll 7,72,60,607 0 0.000 0 0 0.000 0.000
Promoter
Group
Postal Ballot
(if applicable) 0 0.000 0 0 0.000 0.000
Total (A) 7,72,59,807 99.999 7,72,59,807 0 100.000 0.000
Public- E-Voting 2,52,88,984 80.088 1,68,03,825 84,85,159 66.447 33.553
Institutions Poll 0 0.000 0 0 0.000 0.000
Postal Ballot 3,15,76,369
(if applicable) 0 0.000 0 0 0.000 0.000
Total (B) 2,52,88,984 80.088 1,68,03,825 84,85,159 66.447 33.553
Public- E-Voting 55,94,732 7.140 55,87,962 6,770 99.879 0.121
Non Poll 251 0.000 251 0 100.000 0.000
Institutions Postal Ballot 7,83,61,709
(if applicable) 0 0.000 0 0 0.000 0.000
Total (e) 55,94,983 7.140 55,88,213 6,770 99.879 0.121
Total(A+B+C) 18,71,98,685 10,81,43,774 57.770 9,96,51,845 84,91,929 92.148 7.852

Whether resolution is passed or not: Yes, resolution is passed with requisite majority

Resolution 3: Ordinary Resolution for ratification of remuneration payable to MIs. N.S.V. Krishna Rao & Co., appointed as Cost Auditors of the Company for the F.Y. 2021-22 - Ordinary Resolution

Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of No. of shares No. of votes % of
Votes
No. of Votes No. of % of Votes in % of
Votes
Voting held (1) polled (2) Polled
on
-
in favour Votes
- favour on votes against on votes
outstanding (4) against (5) polled polled
shares (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
(3)=[(2)/(1)]'
100
Promoter E·Voting 7,72,59,807 99.999 7,72,59,807 0 100.0000 0.000
and Poll 0 0.000 0 0 0.0000 0.000
Promoter Postal Ballot 7,72,60,607
Group (if applicable) 0 0.000 0 0 0.0000 0.000
Total (A) 7,72,59,807 99.999 7,72,59,807 0 100.0000 0.000
Public- E-Voting 2,52,88,984 80.088 2,52,88,984 0 100.0000 0.000
Institutions Poll 0 0.000 0 0 0.0000 0.000
Postal Ballot 3,15,76,369
(if applicable) 0 0.000 0 0 0.0000 0.000
Total (B) 2,52,88,984 80.088 2,52,88,984 0 100.0000 0.000
Public- E-Voting 55,93,462 7.138 55,89,000 4,462 99.9202 0.080
Non Poll 251 0.000 251 0 100.0000 0.000
Institutions Postal Ballot 7,83,61,709
(if applicable) 0 0.000 0 0 0.0000 0.000
Total (C) 55,93,713 7.138 55,89,251 4,462 99.9202 0.080
Total(A+B+C} 18,71,98,685 10,81,42,504 57.769 10,81,38,042 4,462 99.9959 0.004

Whether resolution is passed or not: Yes, resolution is passed with requisite majority

Resolution 4: Re-appointment of Sri. J. Brij Mohan Reddy as Whole Time Director designated as Executive Vice Chairman - Special Resolution

Whether promoter/ promoter group are interested in the agenda/resolution? No
Category Mode of No. of shares No. of votes % of
Votes
No. of Votes No. of % of Votes in of
Votes
%
Voting held (1) polled (2) Polled
on
-
in favour Votes
- favour on votes against on votes
outstanding (4) against (5) polled polled
shares (6)=[(4)/(2)]*100 (7)=[{5)/(2)]' 100
(3)=[(2)/(1)]'
100
Promoter E-Voting 7,72,59,807 99.999 7,72,59,807 0 100.000 0.000
and Poll 0 0.000 0 0 0.000 0.000
Promoter Postal Ballot 7,72,60,607
Group (if
applicable) 0 0.000 0 0 0.000 0.000
Total (A) 7,72,59,807 99.999 7,72,59,807 0 100.000 0.000
Public· E·Voting 2,52,88,984 80.088 12,65,037 2,40,23,947 5.002 94.998
Institutions Poll 0 0.000 0 0 0.000 0.000
Postal Ballot 3,15,76,369
(if
applicable) 0 0.000 0 0 0.000 0.000
Total (B) 2,52,88,984 80.088 12,65,037 2,40,23,947 5.002 94.998
Public· E·Voting 55,94,732 7.140 55,88,261 6,471 99.884 0.116
Non Poll 251 0.000 251 0 100.000 0.000
Institutions Postal Ballot 7,83,61,709
(if
applicable) 0 0.000 0 0 0.000 0.000
Total (e) 55,94,983 7.140 55,88,512 6,471 99.884 0.116
Total(A+B+C) 18,71,98,685 10,81,43,774 57.770 8,41,13,356 2,40,30,418 77.779 22.221

Whether resolution is passed or not: Yes, resolution is passed with requisite majority

All the resolutions have been passed with requisite majority.

os

Y. KOTESWARA RAO

Practicing Company Secretary II. No. 48-345, Ganes h Nagar Colony, Chinthal, HMT Road, Hyderabad - 500 054 Phone: 040 40210 182 (Office)

SCRUTINIZER'S REPORT

To, The Chairman Mfs.Gayatri Projects Limited CIN:L 99999TG1989PLC057289 TSR Towers Somajiguda Hyderabad - 500082

Dear Sir,

Sub: Consolidated Scrutinizer's Report on remote e-voting conducted prior to the 32ro Annual General Meeting ('AGM') of Gayatri Projects Limited held on Friday, September 24, 2021 at 03.30 p.m. (1ST) through video conferencing (VC) and other audio visual means (,OA VM') and remote e-voting conducted during the AGM, 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 by the Companies (Management and Administration) Amendment Rules, 2015 and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (,SEBI listing Regulations')

I, Y. Koteswara Rao, Company Secretary in practice, have been appointed as Scrutinizer by the Board of Directors of Gayatri Projects limited ("the Company") having CIN: L99999TG1989PLC057289 for the purpose of scrutinizing the process of voting through electronic means i.e ("remote e-voting and e-voting at the Annual General Meeting") on the resolutions contained in the notice calling 32M Annual General Meeting (AGM) held on Friday, September 24, 2021 as permitted by the Ministry of Corporate Affairs (MCA) vide its circular No. 20/ 2020 dated May 5, 2020 read with General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020, General Circular No. 22/2020 dated ,June 15, 2020, General Circular No. 33/2020 dated September 28, 2020, General Circular No, 39/2020 dated December 31,2020 and No. 10/2021 dated June 23, 2021 (collectively referred t'l ~s "MCA Circulars").

The MCA Circular provides for relaxation to companies to hold its AGM through VqOAVM including the manner of voting at the meeting which was warranted on account of the outbreak of COVID-19 pandemic.

The said appointment as Scrutinizer is under the provisions of Section 108 of the Companies Act, 2013 (the "Act") read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended ("the Rules"). As the Scrutinizer, I have to scrutinize:

  • process of e-voting remotely, before the AGM, using an electronic voting system on the dates referred to in the Notice calling the AGM ("remote e-voting"); and
  • process of e-voting at the AGM through electronic voting-system ("e-voting")

The management of the Company is responsible to ensure compliance with the requirements of (i) the Act and the Rules made there under; (ii) the MCA Circulars; and (iii) the SEBI (listing Obligations & Disclosure Requirements) Regulations 2015, ("LODR") relating to e-voting on the resolutions contained in the Notice calling the 3211(1 AGM of the Company. The management of the Company is resP2nsible for ensuring a secured framework and robustness of the electronic voting systems. . ;;C.~~I"'~i~~. (,, ~ .. /:\

" . '. ~. :1: ;, :! '/'" i 1 • . ... ~ '1-;, ( :~ 'I' \ -... . . ~ " \2. ~ ;:'.~;>

-

-

os Y. KOTESWARA RAO Practicing Company Secretary I I. No. 4B-345, G anesh N agar Colo n y, Chinthal, HMT Road, Hyderabad - 500 054 Phone : 040 4021 0182 (omcc)

My responsibility as Scrutinizer for e-voting process (Le. remote e-voting and e-voting) is restricted to making a Consolidated Scrutinizer's Report of the votes cast "in favour" or "against" the resolutions contained in the Notice, based on the reports generated from the e-voting ,,{stem provided by KFin Technologies Private Limited to provide e-voting facility and attendant papers I documents furnished to me electronically by the Company and I or KFin Technologies Private Umlted for my verification.

The "cut-off" date for the purpose of identifying the Members who were entitled to vote on the resolutions placed for approval of the Members was September 17, 2021.

Remote E-Voting Process:

The remote e-yoting period remained open from 21st September, 2021 at 09:00 A.M. to 23m September, 2021 at 05:00 P.M. The votes cast were unblocked on 24th September 2021 after the conclusion of the AGM. Thereafter, the details containing, inter-alia, the list of Equity Shareholders who voted "in favour" or "against" on each of the resolutions that was put to vote. Based on the report generated by KFin Technologies Private limited and relied upon by me, data regarding the remote e-voting was scrutinized on test check basis.

After the closure of e-voting at the AGM, the report on remote e-voting done during the AGM and the votes cast under remote e-voting facility prior to the AGM were unblocked and counted diligently.

I submit my consolidated Report as under on the result of the remote e-voting and e-voting at AGM in respect of the said resolutions.

• I would like to mention that the voting rights of Members shall be in proportion to their share of the paidup equity share capital of the Company as on the cut-off date i.e. September 17, 2021 and as per the Register of Members of the Company. '

, .

-

-•

os Y. KOTESWARA RAO Practicing Company Secretary H. No. 48-345, Ga nesh Nagar Colony, Chinthal, HMT Road, Hyderabad - 500 054 Phone: 040 402 1 0182 (Office)

Resolution No, Hal: (Ordinary Resolution): Adoption of Audited Standalone Financial Statements for the Financial Year ended March 31, 2021 and the reports of the Board of Directors and Auditors thereon and No.1 (b): (Ordinary Resolution): Adoption of Audited Consolidated Financial Statements for the Financial Year ended March 31, 2021 and the report of the Auditors thereon.

(i) Voted in favour of the resolution

Number of members voted Number of votes cast by them % of total number of valid votes
cast
169 106136500 99.996

(ii) Voted against the resolution:

Number of members voted Number of votes cast by them % of total number of valid votes
cast
12 4079 0.003
-

(iii) Invalid votes:

Total Number of member; whose votes were Total Number of votes cast by them
declared invalids
0 0

Resolution No.2: (Ordinary Resolution): To appoint a Director in place of Smt. T. Indira Reddy, who retires by rotation, and being eligible, offers himself for reappointment

(i) Voted in favour of the resolution

Number of members voted Number of votes cast by them
,
% of total number of valid votes
cast
155 99651845 92.147

(ii) Voted against the resolution:

Number of members voted Number of votes cast by them % of total number of valid votes
cast
25 6491929 7.652

(iii) Invalid votes:

Total Number
declared invalids
of members whose votes were Total Number of votes cast by them
0 0

Resolution No. 3: (Ordinary Resolution): Ordinary Resolution for ratification of remuneration payable to MIs, N.S.V. KRISHNA RAO & CO., appOinted as Cost Auditors of the Company for the F.Y 2021-22

(i) Voted in favour of the resolution

Number of members voted Number of votes cast by them % of total number of valid t
otes
., I/rA~
cast
, c, '~Jl.f"
166 108138042 'P .,','-
,c" .
99.995
-
"
. ;,
: 6P ./
. ,

Y. KOTESWARA RAO

Practicing Company Secretary

H. No. 48-345, Ganesh Naga r Colony, Chintl,al, HMT Road, H yderabad - 500 054 Phone: 040 4021 0182 (Office)

(ii) Voted against the resolution:

Number of members voted Number of votes cast by them % of total number of valid votes
cast
13 4462 0.004

(iii) Inva lid votes:

Total Number of members whose votes were Total Number of votes cast by them
declared invalids
0 0

Resolution No.4: (Special Resolution): Re-appoint m ent of Sri. J . Brlj Mohan Reddy as Whole Time Director designated as Executive Vice Chairman

(i) Voted in favour of the resolution

Number of members voted Number of votes cast by them % of total number of valid votes
cast
151 84113356 77.779

(ii) Voted against the resolution:

Number of members voted Number of votes cast by them % of total number of valid votes
cast
28 24030418 22.220

(iii) Invalid votes:

Total Number
declared invalids
of members whose votes were Tptal Number of votes cast by them
0 --
0

All the resolutions of item no. 1 (a) and (l(b) to 4 have been deemed to be passed with requisite majority.

Yours faithfully,

Y. KOTESWARA RAO Practicing Company Secretary Name & Signat ure of Scrutinizer ACS:378 5 CP No. : 7427 UDIN number A003785COOlO06292

--

Place: Hyderabad Date: 25.09.2021