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Great Eastern Shipping Co. Ltd. — Proxy Solicitation & Information Statement 2024
Apr 3, 2024
59079_rns_2024-04-03_618b227d-c926-42d0-a090-d3aa98aceeb5.pdf
Proxy Solicitation & Information Statement
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Our Ref.: S/2024/JMT
April 03, 2024
BSE Limited National Stock Exchange of India Limited 1st Floor, Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Plot No. C/1, Dalal Street, Bandra Kurla Complex, Bandra (East), Mumbai – 400 001 Mumbai – 400 051
BSE Scrip code: 500620 Trading Symbol - GESHIP
Dear Sir,
We wish to inform you that pursuant to Sections 108 and 110 of the Companies Act, 2013 (“the Act”) read with Rules 20 & 22 of the Companies (Management & Administration) Rules, 2014 (“the Rules”) and in compliance with circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India, the Company is seeking approval of the Members through Postal Ballot by voting through electronic means (“remote e-voting”) for re-appointment of Mr. Raju Shukla and Mr. Ranjit Pandit as Independent Directors of the Company for a second term of 3 years w.e.f. June 01, 2024.
The Notice of Postal Ballot is enclosed herewith.
The Company has fixed Thursday, March 28, 2024 as the ‘cut-off date’ for the purpose of determining eligibility of shareholders to vote by Postal Ballot. A person whose name is recorded in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories as on the ‘cut-off date’ will be entitled to avail the facility of remote e-voting.
The remote e-voting period shall commence at 09.00 a.m. on Thursday, April 04, 2024 and ends at 05.00 p.m. on Friday, May 03, 2024.
You are requested to take note of the above.
Thanking You,
Yours faithfully,
For The Great Eastern Shipping Company Limited
Digitally signed by: Anand Anand Prabhakar Punde Prabhak DN: CN = Anand Prabhakar Punde C ar Punde= IN O = PersonalDate: 2024.04.03 10: 30:38 +05'30'
Anand Punde
Company Secretary
Email: [email protected]
www.greatship.com
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THE GREAT EASTERN SHIPPING COMPANY LIMITED
Registered Office: Ocean House, 134/A, Dr. Annie Besant Road,
Worli, Mumbai 400 018. Tel.: 022 6661 3000 / 2492 2100 | Fax: 022 2492 5900 Email: [email protected] | Web: www.greatship.com CIN: L35110MH1948PLC006472
NOTICE OF POSTAL BALLOT
[Pursuant to Section 110 of the Companies Act, 2013 and applicable rules thereunder]
Notice is hereby given pursuant to Section 110 and other applicable provisions of the Companies Act, 2013 read with the rules made thereunder, to transact the following special business by passing resolutions through Postal Ballot by way of voting through electronic means (‘ remote e-voting’ ):
- To consider and, if thought fit, to pass the following resolution as a Special Resolution:
“ RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’) read with the Rules framed thereunder and Regulation 17 and other applicable regulations, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘the Listing Regulations’) [including any statutory modification(s) or re-enactment(s) thereof for the time being in force], Mr. Raju Shukla (DIN: 07058674), who holds office as an Independent Director of the Company upto May 31, 2024 and who is eligible for reappointment for a second term and in respect of whom the Company has received a notice in writing from a member proposing his candidature for the office of Independent Director of the Company under Section 160 of the Act and who has submitted a declaration that he meets the criteria for independence as provided in the Act and the Listing Regulations, be and is hereby re-appointed as an Independent Director of the Company for a second term of three years with effect from June 01, 2024.”
- To consider and, if thought fit, to pass the following resolution as a Special Resolution:
“ RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’) read with the Rules framed thereunder and Regulation 17 and other applicable regulations, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘the Listing Regulations’) [including any statutory modification(s) or re-enactment(s) thereof for the time being in force], Mr. Ranjit Pandit (DIN: 00782296), who holds office as an Independent Director of the Company upto May 31, 2024 and who is eligible for reappointment for a second term and in respect of whom the Company has received a notice in writing from a member proposing his candidature for the office of Independent Director of the Company under Section 160 of the Act and who has submitted a declaration that he meets the criteria for independence as provided in the Act and the Listing Regulations, be and is hereby re-appointed as an Independent Director of the Company for a second term of three years with effect from June 01, 2024.”
By Order of the Board For The Great Eastern Shipping Company Limited
Mumbai, March 15, 2024
Registered Office:
Ocean House, 134/A, Dr. Annie Besant Road, Worli, Mumbai 400 018 Tel: 022 66613000 / 2492 2100 Fax: 022 2492 5900 Email: [email protected] Web: www.greatship.com CIN: L35110MH1948PLC006472
Anand Punde Company Secretary
THE GREAT EASTERN SHIPPING CO. LTD. | 1
NOTICE OF POSTAL BALLOT
NOTES:
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An Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 ( ‘ the Act’) setting out material facts relating to the proposed resolutions is annexed hereto.
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The information as required under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards in respect of the Directors being re-appointed is annexed hereto.
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Relevant documents referred to in the accompanying Notice and the Explanatory Statement are open for inspection by the members on the website of the Company: www.greatship.com
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In view of the Covid-19 pandemic, the Ministry of Corporate Affairs has, vide its circulars dated April 08, 2020, April 13, 2020, May 05, 2020, January 13, 2021, December 08, 2021, December 14, 2021, May 05, 2022, December 28, 2022 and September 25, 2023 (collectively referred to as ‘ MCA Circulars’ ) permitted companies to conduct Postal Ballot by sending the notice in electronic form only. The communication of the assent or dissent of the members would take place through the process of remote e-voting only.
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In compliance with the MCA Circulars, Notice of Postal Ballot is being sent only through electronic mode to those Members, whose e-mail addresses are registered with the Company / Depositories. Members may note that the Postal Ballot Notice will also be available on the Company’s website - www.greatship.com, websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on the website of KFin Technologies Limited (‘ KFinTech / KFin ’) – https://evoting.kfntech.com.
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In accordance with the MCA Circulars, physical copies of the Notice, postal ballot forms and pre-paid Business Reply Envelopes are not being sent to Members for this Postal Ballot. Members are requested to provide their assent or dissent through remote e-voting only.
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Members seeking any information with regard to the business being transacted through Postal Ballot are requested to write to the Company on or before May 03, 2024 through email (mentioning their name, demat account number/folio number, contact details, etc.) on [email protected]. The same will be replied by the Company suitably.
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In compliance with the provisions of Sections 108 and 110 of the Act and Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the Company is pleased to provide voting by electronic means (“ remote e-voting ”) facility to the Members, to enable them to cast their votes electronically. The Company has engaged the services of KFinTech to provide remote e-voting facility to its Members.
9. The remote e-voting period commences at 09.00 a.m. on Thursday, April 04, 2024 and ends at 05:00 p.m. on Friday, May 03, 2024. The remote e-voting module will be disabled by KFinTech for voting thereafter. Voting shall not be allowed beyond the said date and time. Once the vote on a resolution is cast by the Member, he/she shall not be allowed to change it subsequently or cast vote again.
10. A member’s voting rights shall be in proportion to his/her share of the paid-up equity share capital of the Company as on Thursday, March 28, 2024 (‘ cut-off date ’). Only those Members whose names are recorded in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories as on the ‘cut-off date’ will be entitled to cast their votes by remote e-voting. Person who is not a Member of the Company as on the cut-off date should treat this notice for information purposes only.
- SEBI, vide its Circular dated November 03, 2021 (as amended from time to time), has mandated registration of PAN, postal address, email address, mobile number, bank account details, specimen signature and nomination by holders of physical securities. Members holding shares in physical form are requested to submit the necessary details by sending a duly filled and signed Form ISR-1, ISR-2, ISR-3/SH-13 to the Company or KFinTech.
Members, holding shares in physical form, may also note that as per the aforesaid Circular, the RTAs shall not process any service requests or complaints received from the holder(s) / claimant(s), till the aforesaid details are received.
SEBI, vide its Circular dated January 25, 2022, has clarified that listed companies shall issue the securities only in demat mode while processing investor service requests pertaining to issuance of duplicate shares, transmission,
2 | THE GREAT EASTERN SHIPPING CO. LTD.
NOTICE OF POSTAL BALLOT
transposition, subdivision/ consolidation of share certificates, etc. In view of the same, Members holding shares in physical form are requested to consider converting their holdings to demat mode.
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Members, holding shares in electronic form, are requested to register their e-mail address for receiving all communication including Postal Ballot Notices, Annual Reports, Notices, Circulars, etc. from the Company electronically with respective Depository Participants.
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The Board of Directors of the Company has appointed Ms. Ashwini Inamdar, failing her, Ms. Alifya Sapatwala, Partners, Mehta & Mehta, Company Secretaries, as Scrutinizers for conducting the Postal Ballot and remote e-voting process in a fair and transparent manner.
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Upon completion of the scrutiny of the votes cast through remote e-voting in a fair and transparent manner, the Scrutinizer will submit her report addressed to Mr. K.M. Sheth, Chairman of the Company or any officer of the Company authorized by him. The results of the Postal Ballot will be announced within three days from conclusion of remote e-voting, i.e. on or before Monday, May 06, 2024 at the Registered Office of the Company. The said results would be displayed at the Registered Office of the Company. The said results would also be intimated to the National Stock Exchange of India Limited and BSE Limited where the shares of the Company are listed. Additionally, the results will also be uploaded on the Company’s website - www.greatship.com and on the website of KFin Technologies Limitedhttps://evoting.kfntech.com.
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The scrutinizer’s decision on the validity of a Postal Ballot by way of remote e-voting will be final and binding.
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The Resolutions, if passed by requisite majority will be deemed to be passed on the last date specified by the Company for remote e-voting i.e. Friday, May 03, 2024.
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INSTRUCTIONS FOR REMOTE E-VOTING ARE AS FOLLOWS:
1) For Individual shareholders holding securities in demat mode:
As per the SEBI Master Circular dated July 11, 2023, remote e-voting process has been enabled for all individual demat account holders, by way of single login credential, through the websites of Depositories / Depository Participants in order to increase the efficiency of the voting process.
Individual demat account holders would be able to cast their vote without having to register again with the E-voting Service Provider (ESP) thereby not only facilitating seamless authentication but also ease and convenience of participating in remote e-voting process. Members are advised to update their mobile number and e-mail ID with their Depository Participants to access remote e-voting facility.
Login method for remote e-voting for Individual shareholders holding securities in demat mode is as follows:
| Login method for remote | e-voting for Individual shareholders holding securities in demat mode is as follows: |
|---|---|
| Type of shareholders | Login Method |
| Individual Shareholders holding securities in demat mode with NSDL |
1. Members already registered for NSDL IDeAS facility: i. Visit URLhttps://eservices.nsdl.com ii. Once the home page of e-Services is launched, click on the “Benefcial Owner” icon under “Login” which is available under ‘IDeAS’ section. iii. A new screen will prompt and you will have to enter your User ID and Password. iv. Post successful authentication, click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. v. Click on company name or e-Voting service provider name i.e, KFintech and you will be re-directed to KFintech website for casting your vote during the remote e-Voting period. 2. Members who have not registered for IDeAS facility, may follow the below steps: i. To register for IDeAS facility visit the URL athttps://eservices.nsdl.com ii. Click on “Register Online for IDeAS” or for direct registration click athttps:// eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp |
THE GREAT EASTERN SHIPPING CO. LTD. | 3
NOTICE OF POSTAL BALLOT
| Type of shareholders | Login Method | |
|---|---|---|
| NSDL lig Mobile AppStore Appis 0 available GooglePlay on ••.• •,• • 1 • • . • . iii. On completion of the registration formality, follow the steps provided above. 3. Members may alternatively vote through the e-voting website of NSDL in the following manner: i. Visit the following URL:https://www.evoting.nsdl.com/ ii. Click on the icon “Login” which is available under ‘Shareholder/ Member’ section. iii. Members to enter User ID (i.e. sixteen digit demat account number held with NSDL), Password/OTP and a Verifcation Code shown on the screen. iv. Post successful authentication, you will be redirected to NSDL IDeAS site wherein you can see e-Voting page. v. Click on company name or e-Voting service provider name i.e., KFintech and you will be redirected to KFintech website for casting your vote. 4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience. |
||
| Individual Shareholders holding securities in demat mode with CDSL |
1. Members already registered for Easi/ Easiest facility may follow the below steps; i. Visit the following URL:https://web.cdslindia.com/myeasi/home/loginor www.cdslindia.com ii. Click on the “Login” icon and opt for “New System Myeasi” (only applicable when using the URL:www.cdslindia.com) iii. On the new screen, enter User ID and Password. Without any further authentication, the e-voting page will be made available. iv. Click on Company name or e-voting service provider name i.e. KFintech to cast your vote. 2. Members who have not registered for Easi/Easiest facility, may follow the below steps: i. To register for Easi/Easiest facility visit the URL at https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration ii. On completion of the registration formality, follow the steps mentioned above. |
4 | THE GREAT EASTERN SHIPPING CO. LTD.
NOTICE OF POSTAL BALLOT
| Type of shareholders | Login Method |
|---|---|
| 3. Members may alternatively vote through the e-voting website of CDSL in the manner specifed below: 4. Visit the following URL:www.cdslindia.com i. Enter the demat account number and PAN ii. Enter OTP received on mobile number and email registered with the demat account for authentication. iii. Post successful authentication, the member will receive links for the respective e-voting service provider i.e. KFintech where the e-voting is inprogress. |
|
| Individual Shareholders (holding securities in demat mode) login through their depository participants |
1. Members may alternatively log-in using the credentials of the demat account through their Depository Participant(s) registered with NSDL/CDSL for the e-voting facility. 2. On clicking the e-voting icon, members will be redirected to the NSDL/CDSL site, as applicable, on successful authentication. 3. Members may then click on Company name or e-voting service provider name i.e. Kfntech and will be redirected to Kfntech website for castingtheir vote. |
Shareholders/ members who are unable to retrieve User ID/ Password are advised to use Forgot User ID and Forgot Password option available at abovementioned depository/ depository participants’ website.
It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
During the voting period, shareholders / members can login any number of time till they have voted on the resolution(s) for a particular “Event”.
Helpdesk for Individual Shareholders holding securities in demat mode:
In case shareholders/ members holding securities in demat mode have any technical issues related to login through Depository i.e. NSDL/ CDSL, they may contact the respective helpdesk given below:
| **Login type ** | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request [email protected] call at toll free no.: 1800 1020 990 and 1800 22 44 30. |
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request [email protected] contact at 022 - 23058738 or 022 – 23058542-43. |
2) For Members other than Individuals holding securities in demat mode
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A) Members whose email IDs are registered with the Company / Depository Participants, will receive an email from KFinTech which will include details of e-voting Event Number (EVEN), USER ID and Password.
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They will have to follow the following process:
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i. Launch internet browser by typing the URL: https://evoting.kfntech.com/
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ii. Enter the login credentials (i.e. User ID and password). In case of physical folio, User ID will be EVEN (E-Voting Event Number) followed by folio number. In case of Demat account, User ID will be your DP ID and Client ID. However, if a Member is registered with KFinTech for e-voting, they can use their existing User ID and password for casting the vote.
THE GREAT EASTERN SHIPPING CO. LTD. | 5
NOTICE OF POSTAL BALLOT
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iii. After entering these details appropriately, click on “LOGIN”.
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iv. Members will now reach password change Menu wherein they are required to mandatorily change the password. The new password shall comprise of minimum 8 characters with at least one upper case (A- Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$, etc.). The system will prompt the Member to change their password and update their contact details viz. mobile number, email ID etc. on first login. Members may also enter a secret question and answer of their choice to retrieve their password in case they forget it. It is strongly recommended that Members do not share their password with any other person and that they take utmost care to keep their password confidential.
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v. Members would need to login again with the new credentials.
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vi. On successful login, the system will prompt the Member to select the “EVEN” for The Great Eastern Shipping Company Limited and click on “Submit”.
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vii. On the voting page, enter the number of shares (which represents the number of votes) as on the cut-off date under “FOR/AGAINST” or alternatively, a Member may partially enter any number in “FOR” and partially “AGAINST” but the total number in “FOR/AGAINST” taken together shall not exceed the total shareholding of the shareholder as on the cut-off date. A Member may also choose the option “ABSTAIN”. If a Member does not indicate either “FOR” or “AGAINST” it will be treated as “ABSTAIN” and the shares held will not be counted under either head.
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viii. Members holding multiple folios / demat accounts shall choose the voting process separately for each folio / demat account.
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ix. In case a Member does not desire to cast his/her vote on any specific item, it will be treated as abstained.
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x. A Member may then cast their vote by selecting an appropriate option and click on “Submit”.
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xi. A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once a Member has voted on the resolution, they will not be allowed to modify their vote. During the voting period, Members can login any number of times till they have voted on the Resolution.
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xii. Corporate/Institutional Members (i.e. other than Individuals, HUF, NRI etc.) are also required to send scanned certified true copy (PDF Format) of the Board Resolution/Authority Letter etc., authorizing its representative to cast its vote through remote e-voting together with attested specimen signature(s) of the duly authorised representative(s), to the Scrutinizer at email id [email protected] with a copy marked to [email protected]. The scanned image of the abovementioned documents should be in the naming format “Company Name_Even No.” The documents should reach the scrutinizer on or before May 03, 2024.
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B) Members whose email IDs are not registered with the Company/Depository Participants and consequently the Notice of Postal Ballot and remote e-voting instructions cannot be serviced, can send an e-mail request at the email id [email protected] along with scanned copy of the request letter, duly signed, providing their email address, mobile number, self-attested PAN copy and Client Master copy in case of electronic folio and copy of share certificate in case of physical folio for sending Notice of Postal Ballot and the remote e-voting instructions.
6 | THE GREAT EASTERN SHIPPING CO. LTD.
NOTICE OF POSTAL BALLOT
After receiving the remote e-voting instructions, please follow all the above steps to cast your vote by electronic means.
In case of any queries/grievances, you may refer the Frequently Asked Questions (FAQs) for Members and e-voting User Manual available at the ‘download’ section of https://evoting.kfntech.com or send email to [email protected] or call KFinTech on 1800 309 4001 (toll free).
- Members are requested to note the following contact details for addressing e-voting grievances:
Mr. Anil Dalvi
Manager
KFin Technologies Limited Selenium Tower B, Plot 31-32, Financial District, Nanakramguda, Serilingampally, Gachibowli, Hyderabad - 500 032, Telangana. Telephone: + 91 - 40 6716 1631 E-mail: [email protected]
THE GREAT EASTERN SHIPPING CO. LTD. | 7
NOTICE OF POSTAL BALLOT
EXPLANATORY STATEMENT
[Pursuant to Section 102 of the Companies Act, 2013 (“Act”)]
Item nos. 1 & 2:
Mr. Raju Shukla and Mr. Ranjit Pandit were appointed as Independent Directors of the Company for a term of 5 years w.e.f. June 01, 2019, at the Annual General Meeting held on August 08, 2019. Accordingly, their tenure (first term) expires on May 31, 2024.
Section 149 of the Companies Act, 2013 permits an Independent Director to hold office as an Independent Director for two terms of upto five years each. Accordingly, both the Independent Directors are eligible for a second term as Independent Directors, subject to approval of members by way of a special resolution.
Mr. Raju Shukla and Mr. Ranjit Pandit have, over the course of their association with the Company, gained rich insights into the working of the Company. They have in turn used these insights, and their own experience in different areas and industry, to help guide the Company’s strategy. They have, each in their own ways, played invaluable roles in helping the Company work towards its goal of becoming one of the most highly reputed shipping company worldwide. The Nomination & Remuneration Committee at its meeting held on March 07, 2024 as well as the Board at its meeting held on March 08, 2024, evaluated the performance of Mr. Raju Shukla and Mr. Ranjit Pandit. The Nomination & Remuneration Committee noted that the performance of Mr. Raju Shukla and Mr. Ranjit Pandit was noteworthy and of immense value to the Company. Considering the above, the Nomination & Remuneration Committee had no hesitation in recommending them to continue and guide the Company for a second term as Independent Directors.
Accordingly, based on the recommendations of the Nomination & Remuneration Committee, the Board of Directors, at their meeting held on March 08, 2024, considered and recommended the re-appointment of:
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Mr. Raju Shukla as Independent Director of the Company for a period of 3 years w.e.f. June 01, 2024.
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Mr. Ranjit Pandit as Independent Director of the Company for a period of 3 years w.e.f. June 01, 2024.
As per the provisions of Section 149(10) of the Companies Act, 2013 an Independent Director shall be re-appointed on passing of Special Resolution by the Company. The current term of Mr. Raju Shukla and Mr. Ranjit Pandit is expiring on May 31, 2024. In view of the same it is proposed to obtain the approval of the shareholders by way of Postal Ballot.
The Company has received notices in writing from members under Section 160 of the Act proposing their candidatures for the office of Independent Directors of the Company.
As per the provisions of Section 149 of the Act, an Independent Directors shall not be liable to retire by rotation.
Mr. Raju Shukla and Mr. Ranjit Pandit are not disqualified from being re-appointed as Directors in terms of Section 164 of the Act and have given their consent to act as Directors. The Company has also received declarations from them that they meet with the criteria of independence as prescribed both under sub-section (6) of Section 149 of the Act and under Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In the opinion of the Board, Mr. Raju Shukla and Mr. Ranjit Pandit are independent of the management and fulfil the conditions for re-appointment as Independent Directors as specified in the Act and the Listing Regulations. They also possess skills and capabilities as required for the role of Independent Director as specified in the Board Skill Matrix approved by the Board.
Brief resumes of the aforesaid Independent Directors, nature of their expertise in specific functional areas and other details as stipulated under the Listing Regulations are annexed to the Notice. The same may be treated as justification for the re-appointment of Mr. Raju Shukla and Mr. Ranjit Pandit as Independent Directors.
The Board considers that their continued association would be of immense value to the Company and it is desirable to continue to avail the services of Mr. Raju Shukla and Mr. Ranjit Pandit as Independent Directors. Their performance has been consistently found good by the Board.
Your Directors commend the resolutions at Item Nos. 1 and 2 of the Notice for your approval by way of Postal Ballot.
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Copies of the draft letters for re-appointment of Mr. Raju Shukla and Mr. Ranjit Pandit as Independent Directors, setting out the terms and conditions, are available for inspection by members at Registered Office of the Company and on the website of the Company: www.greatship.com
Mr. Raju Shukla and Mr. Ranjit Pandit are interested, financially or otherwise, in the Resolutions as set out at Item Nos. 1 and 2 of the Notice with regard to their respective re-appointments. Their relatives may also be deemed to be interested in the respective Resolutions set out at Item Nos. 1 and 2 of the Notice, to the extent of their shareholding interest, if any, in the Company.
Save and except the above, none of the other Directors or Key Managerial Personnel of the Company or their relatives are, in any way, financially or otherwise, concerned or interested in the aforesaid resolutions.
By Order of the Board For The Great Eastern Shipping Company Limited
Anand Punde
Company Secretary
Mumbai, March 15, 2024
Registered Office:
Ocean House, 134/ A, Dr. Annie Besant Road, Worli, Mumbai 400 018 Tel : 022 6661 3000 / 2492 2100 Fax : 022 2492 5900 E-mail : [email protected] Web : www.greatship.com CIN : L35110MH1948PLC006472
THE GREAT EASTERN SHIPPING CO. LTD. | 9
NOTICE OF POSTAL BALLOT
ANNEXURE TO NOTICE
INFORMATION REQUIRED AS PER REGULATION 36(3) OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND SECRETARIAL STANDARDS IN RESPECT OF DIRECTORS BEING RE-APPOINTED.
Mr. Raju Shukla (age: 59 years) is the Executive Chairman and Founder of Cleantech Renewable Assets Pte. Ltd. (Cleantech Solar Group), a Pan Asian Independent Power Producer that owns and operates solar power plants across South - East Asia and India for industrial and corporate clients. Cleantech Solar is a joint venture company with Shell Eastern Petroleum Pte. Ltd. which owns 49% stake in the company.
Mr. Raju Shukla is the Founder of Ariana Investment Management, a fund management company regulated by Monetary Authority of Singapore (MAS) with offices in Singapore and Mumbai. He was also Non-Executive Chairman of Ocean Dial Asset Management that manages over USD 500 Mn of assets investing in listed Indian equities.
Mr. Raju Shukla is a senior banking and investment industry professional with over 20 years’ experience. For over 10 years from 2003 to March 2014, Mr. Shukla served as Managing Director at Barclays Bank Plc., Singapore. Besides having regional responsibilities in Singapore, he was responsible for all of Barclays Capital India businesses across Wealth Management, Corporate & Investment Banking and led a team of over 200 people. Mr. Shukla was a member of the Asia-Pacific Executive Committee of Barclays Capital - a regional committee responsible for driving Barclays Capital’s business strategy across the Asia Pacific Region including Japan and Australia.
Prior to joining Barclays Capital, Mr. Raju Shukla worked for 9 years with Deutsche Bank, SBC Warburg and DSP Merrill Lynch, etc. in senior management roles.
Mr. Raju Shukla obtained a Post Graduate Diploma in Management from the prestigious Indian Institute of Management, Ahmedabad, India in 1992. He graduated with Bachelor of Engineering degree in 1986 from Visvesvaraya Regional College of Engineering, Nagpur, India.
Mr. Raju Shukla is a director of Cubictree Techology Solutions Private Limited.
He is also on the Board of following foreign companies:
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Ariana Investment Holding Pte. Ltd.
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Ariana Investment Management Pte. Ltd.
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Eden Advisory Pte. Ltd.
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Eden Investment Holding Co. Pte. Ltd.
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Eden Ventures Pte. Ltd.
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RS Property Holdings Pte. Ltd.
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Cleantech Energy Corporation Pte. Ltd.
Mr. Raju Shukla is also a member of Audit Committee and Nomination and Remuneration Committee of the Company.
As on date, Mr. Raju Shukla does not hold any equity shares in the Company. He has attended 6 Board meetings held during the financial year 2023 -24.
Mr. Ranjit Pandit (age: 70 years) holds an M.B.A. degree from the Wharton School at the University of Pennsylvania and a B.E. degree in Electrical Engineering from VJTI, University of Mumbai, India.
Mr. Ranjit Pandit served as a Managing Director at General Atlantic, LLC between September 2007 and December 2012 and headed the India office where he served as head of the firm’s growth investment activities across India. He served as an Advisory Director of General Atlantic LLC in 2013.
Prior to General Atlantic, Mr. Ranjit Pandit served as Managing Director and Chairman of McKinsey & Company in India. Mr. Ranjit Pandit joined McKinsey & Co. in August 1980 and as a Co-Founder of McKinsey’s India office was transferred from New York to Mumbai in January 1993. As Managing Director - India for McKinsey & Company, he served a number of major U.S. and other global companies in a variety of areas, including corporate governance/leadership, corporate finance,
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alliances and operations management. Mr. Ranjit Pandit played a leading role in building McKinsey’s presence in India and helped a large number of world-class companies strengthen their competitive positions and support their international growth strategies.
- Mr. Ranjit Pandit is currently an investor and a philanthropist with a controlling interest in several manufacturing businesses.
Mr. Ranjit Pandit is also on the Board of the following companies:
-
Ceat Limited (listed)
-
Just Dial Limited (listed)
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Reliance Jio Infocomm Limited
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Reliance Retail Limited
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Reliance Retail Ventures Limited
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Pratap Pandit Limited
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The Industrial Leather Company Private Limited
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Bombay Footwear Private Limited
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The Indian Film Combine Pvt. Ltd.
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Mr. Ranjit Pandit is also a Chairman /Member of the following Committees:
| NAME OF THE COMPANY | NAME OF THE COMMITTEE | MEMBER/ CHAIRMAN |
|---|---|---|
| Reliance Jio Infocomm Limited | Nomination and Remuneration Committee | Chairman |
| Audit Committee | Member | |
| Reliance Retail Ventures Limited | Nomination and Remuneration Committee | Chairman |
| Risk Management Committee | Chairman | |
| Audit Committee | Member | |
| Reliance Retail Limited | Corporate Social ResponsibilityCommittee | Chairman |
| Audit Committee | Chairman | |
| Nomination and Remuneration Committee | Chairman | |
| Risk Management Committee | Chairman | |
| The Indian Film Combine Pvt. Ltd. | Audit Committee | Member |
| Nomination and Remuneration Committee | Member | |
| Corporate Social ResponsibilityCommittee | Member | |
| Just Dial Limited | Audit Committee | Chairman |
As on date, Mr. Ranjit Pandit does not hold any equity shares in the Company. He has attended 4 Board meetings held during the financial year 2023 -24.
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NOTES