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HARIYANA VENTURES LIMITED — Proxy Solicitation & Information Statement 2020
Jan 27, 2020
63260_rns_2020-01-27_5ae802d2-8473-4cec-b13f-48b841136171.pdf
Proxy Solicitation & Information Statement
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Hariyana Metals Limited
Hariyana Metals Limited CIN: L99999MH1975PLC018080
Regd off: Old Motor Stand, Itwari, Nagpur – 440008. Maharashtra. India.
Tel: 0712-2766301 Website: www.hariyanametals.com Email: [email protected]
POSTAL BALLOT NOTICE
(Pursuant to Section 110 of the Companies Act, 2013 read with Rule 22 of the Companies (Management and Administration) Rules, 2014
Dear Member(s),
Notice is hereby given pursuant to Section 110 and other applicable provisions of the Companies Act, 2013, (hereinafter referred to as “the Act” ), read together with the Companies (Management and Administration) Rules, 2014 (“Rules”) (including any statutory modification or re-enactment thereof for the time being in force) to the Members of Hariyana Metals Limited (hereinafter referred to as “the Company” ) that the resolutions appended below are proposed to be passed by way of postal ballot / e-voting as the case may be.
The explanatory statement pertaining to the said resolutions setting out the material facts concerning each items and the reasons thereof are annexed hereto along with the Postal Ballot Notice (hereinafter referred to as “the Postal Ballot Form” ) for your consideration.
The Board of Directors of the Company has appointed M/s. Jaymin Modi & Co Practicing Company Secretary Mumbai as the Scrutinizer for conducting the postal ballot and e-voting process in a fair and transparent manner.
The businesses of the Postal Ballot shall, in addition to physical voting, also be transacted through electronic voting system. Accordingly, the Company in compliance with, Regulation 44 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the provisions of Section 108 of the Act read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, is pleased to provide to the Members (whether holding shares in physical or in dematerialized form) the facility to exercise their right to vote on the matter included in the notice of the Postal Ballot by electronic means i.e. through e- voting services provided by National Securities Depository Limited (NSDL).
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Hariyana Metals Limited
The e-voting period commences on 29[th] January, 2020 at 9.00 a.m. and ends on 27[th] February, 2020, at 5.00 p.m. Please read carefully and follow the instructions as printed in this Notice for e-voting.
Those Members, who do not have access to e-voting facility can send their assent or dissent in writing on the Postal Ballot Form attached herewith. Members are requested to carefully read the instructions printed on the Postal Ballot Form and return the Postal Ballot Form duly completed and signed in the attached selfaddressed, postage pre-paid business reply envelope, so as to reach the Scrutinizer before the close of the working hours 5.00 p.m. on 27[th] January, 2020, at the Company’s Registrar and Share Transfer Agent namely M/s. Satellite Corporate Services Pvt. Ltd, Unit :- Hariyana Metals Ltd, Unit No. 49, Bldg. No. 13A-B, 2nd Floor, Samhita Commercial Co-Op. Soc. Ltd. Off. Andheri Kurla Lane, MTNL Lane, Sakinaka, Mumbai - 400072. Tel: 022 – 022-28520461 / 62 Website: www.satellitecorporate.com, Email: [email protected]. Please note that any Postal Ballot Form(s) received after 5.00 p.m. on 27[th] February, 2020 will be treated as not received.
The Scrutinizer will submit their report to the Chairman or in his absence, any Director authorised by the Board, after the completion of the scrutiny of the Postal Ballots (physical and e-voting). The results of the voting by Postal Ballot will be announced by the Chairman of the Company or in his absence, any person authorized by him on 28[th] February, 2020 at 5.00 p.m. at the Registered Office of the Company and will be displayed on the notice board at the registered office of the Company. The results of the Postal Ballot will also be posted on the Company’s website www.hariyanametals.com and on the website of National Securities Depository Limited, besides communicating to the Stock Exchange i.e. BSE Limited.
SPECIAL BUSINESS
ITEM NO. 1. CHANGE IN OBJECT CLAUSE:
To consider and, if thought fit, to pass, the following resolution as a Special Resolution:
“ RESOLVED THAT pursuant to the provisions of Section 4,13,15 and all other applicable provisions, if any, of the Companies Act, 2013 read with Companies (Incorporation) Rules, 2014 and Regulations framed thereunder (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and subject to the approvals, consents, sanctions and permissions of the Central Government/ Registrar of Companies, Maharashtra, Mumbai under Ministry of
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Corporate Affairs / appropriate regulatory and statutory authorities as may be necessary and subject to such terms and conditions as may be imposed by them, consent of the Members of the Company be and is hereby accorded for alteration of the Object Clauses of the Memorandum of Association of the Company in the following manner :-
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(1) Existing Clauses No.1 to 3 forming part of III–(A) of the Main Objects be as it is and new insertion of new Clauses from No. 4 to 6 be made forming part of III–(A)of Main Object of the Memorandum of Association of the Company which is as follows;
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To take up the business of builders, contractors, land developers, property owners and to act as estate agents and property consultants and dealers in and manufacturers of prefabricated and pre-cast houses, buildings, and erections and materials, tools, implements, machinery and metal ware in connection therewith or incidental thereto and to carry on any other business that is customarily, usually and conveniently carried on therewith.
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To erect, build, construct, maintain, alter, extend, enlarge, purchase and sell, pull, down remove replace, improve or develop and to work, maintain, manage and control any buildings, chawls, offices, factories, mills, foundries, refineries , furnaces, godowns, warehouses, shops machinery, engines, roadway or other means of transport, sidings bridges, take, water courses, water systems wharves, electrical works gas works or works operated by any other kind of fuel or power and also such other machinery equipment conveyances works and conveniences to subsidize, contribute to or otherwise give assistance or take part in doing any of these things and/or to join with any other person or company or with any Government or Governmental authority in doing any of these.
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To carry on the businesses of proprietors of lands, flats, maisonettes, dwelling, houses, shops, offices, industrial estates, leases of lands, flats and other immovable properties and purchase, take on lease or otherwise acquire and hold and lands or buildings of any tenure or description wherever situated, or right or interests therein or connected therewith, to prepare building, sites and to construct, reconstruct, pull-down, renovate, alter, improve, decorate, furnish and maintain flats, maisonettes, dwelling houses, shops, offices, blocks, buildings, industrial estates, works and conveniences basis and transfer such building to co-operative society, limited companies or association of person or association of person or individual as the case may be , to lay out roads, pleasure
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gardens, recreation grounds, auditorium, theatres and sports pavilion to plant, drain, or otherwise improve land building or any part thereof.
RESOLVED FURTHER THAT for the purpose of giving effect to the above resolution and matters flowing from, connected with and incidental to any of the matters mentioned in the aforesaid resolution, the Board be and is hereby authorized on behalf of the Company to take all actions and to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, desirable or expedient to the alteration in object clause thereof with the Registrar of Companies Maharashtra, Mumbai and to resolve and settle all questions and difficulties that may arise in the proposed alteration of object clause and to do all acts, deeds and things in connection therewith and incidental thereto as the Board may in its absolute discretion deem fit, without being required to seek any further consent or approval of the shareholders or otherwise to the end and intent that they shall be deemed to have given their approval thereto expressly by the authority of this resolution.”
RESOLVED FURTHER THAT the Board be authorized to delegate all or any of the powers conferred by this resolution on it, to any Committee or SubCommittee of Directors or the Chairman or any other Director(s) or Officer(s) of the Company to give effect to the aforesaid resolution, with the power to such Committee/sub-Committee of the Board to further delegate all or any of its powers/duties to any of its members.”
ITEM NO. 2: CHANGE OF NAME
To consider and, if thought fit, to pass, the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Section 4, 13, 14 and 15 read with ( Incorporation) Rules, 2014, ( the “Rules”) and other applicable provisions if any of the companies Act, 2013 read with ( Management and Administration) Rules, 2014 (the “rules”) including any statutory modification(s) or re-enactment thereof, for the time being in force and subject to the approval of the Central Government, Registrar of Companies, Maharashtra, Mumbai under Ministry of Corporate Affairs, Stock Exchanges where the shares of the company are listed and other authorities as may be applicable and subject to such terms, conditions, amendments or modifications, as may be required or suggested by statutory authorities, the name of the company be and is hereby changed from “ Hariyana Metals
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Limited ” to “Hariyana Ventures Limited” or such other name as may be approved by the Ministry of Corporate Affairs.
RESOLVED FURTHER THAT pursuant to Section 13, 14, 15 and other applicable provisions, if any of the Companies Act, 2013 (including any modification or re-enactment thereof) the name of the Company “ Hariyana Metals Limited ” where ever it appears in the Memorandum and Articles of Association of the company or elsewhere be substituted by the new name “ Hariyana Ventures Limited” or such other name as may be approved by the Ministry of Corporate Affairs.”
RESOLVED FURTHER THAT for the purpose of giving effect to the above resolution and matters flowing from, connected with and incidental to any of the matters mentioned in the aforesaid resolution, the Board be and is hereby authorized on behalf of the Company to take all actions and to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, desirable or expedient to the change of name thereof with the Registrar of Companies, Maharashtra, Mumbai and stock exchange and to resolve and settle all questions and difficulties that may arise in the proposed change of name and to do all acts, deeds and things in connection therewith and incidental thereto as the Board may in its absolute discretion deem fit, without being required to seek any further consent or approval of the shareholders or otherwise to the end and intent that they shall be deemed to have given their approval thereto expressly by the authority of this resolution.”
RESOLVED FURTHER THAT the Board be authorized to delegate all or any of the powers conferred by this resolution on it, to any Committee or SubCommittee of Directors or the Chairman or any other Director(s) or Officer(s) of the Company to give effect to the aforesaid resolution, with the power to such Committee/sub-Committee of the Board to further delegate all or any of its powers/duties to any of its members.”
By Order of the Board of Directors For, Hariyana Metals Limited
Sd/-
Mr. Harish Agarwal Managing Director
Place: Nagpur DIN 00291083 Dated: 25[th] January, 2020
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Notes:
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In compliance with the provisions of Section 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company offers e-voting option to the Members as an alternative to enable them to cast their votes.
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The Company has engaged the services of M/s. National Securities Depository Limited (NSDL) for the purpose of e-voting facility to all its members. Members desiring to exercise their vote by using e-voting facility are requested to carefully follow the instructions in the notes under section “voting through electronic means” in the notice.
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Explanatory Statement for the proposed resolutions mentioned above, pursuant to Section 102 of the Companies Act, 2013 read with Section 110 of the Companies Act, 2013 setting out material facts is appended herewith.
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A copy of each of the documents referred to in the accompanying Explanatory Statement is open for inspection at the Registered Office of the Company during office hours on all working days, except Saturday and Sunday and other holidays, between 11:00 a.m. and 1:00 p.m. up to the date of declaration of results of postal ballot i.e. 28[th] February, 2020.
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The notice, together with the documents accompanying the same, is being sent to all the members, by permitted mode (and electronically by e-mail to those members who have registered their e-mail ids with the Company’s Registrar and share Transfer agents / CDSL/NSDL) whose names appear in the Register of Members/ list of beneficial owners as received from CDSL and NSDL as on the close of working hours on 24th January, 2020 i.e. “the cut-off date”. Any person who acquirers shares of the Company and becomes a member of the company after the dispatch of the notice and holding shares may cast their vote by e-voting. The notice will be displayed on the website of the Company www.hariyanametals.com and on the website of NSDL.
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The date of dispatch of the notice and the Explanatory Statement will be announced through advertisement in the following newspapers: - (i) Financial Express in English language and (ii) Mahasagar in Marathi language having vide circulation in the district where the Registered Office of the Company is situated.
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The Company has appointed M/s. Jaymin Modi & Co, Practicing Company Secretary, Mumbai the Scrutinizer for conducting the Postal Ballot and e- voting process in a fair and transparent manner.
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The Postal Ballot form together with the self-addressed business reply envelope is enclosed for the use of the members. Members voting in physical form are requested to carefully read the instructions printed on the enclosed Postal Ballot form. Members who have received the Postal Ballot notice by e- mail and who wish to vote through the postal ballot form can download the Postal Ballot Form from the Company’s corporate website www.hariyanametals.com or seek duplicate postal ballot form from M/s . Satellite Corporate Services Pvt. Ltd , the Registrar and Share Transfer Agent or Registered Office of the Company. Members shall fill in the requisite details and send the duly completed, and signed postal ballot form in the enclosed self addressed postage pre-paid envelope to the Scrutinizer before the close of working hours i.e. 5.00 p.m. on 27[th] February, 2020. The postage cost will be borne by the Company. However, envelopes containing Postal Ballots, if sent by courier or registered post / speed post at the expense of the Members will also be accepted. Assent / Dissent received after 5.00 p.m. on 27[th] February, 2020, would be strictly treated as if reply from the Members has not been received.
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Incomplete, unsigned, improperly or incorrectly tick marked postal ballot forms will be rejected. There will be only 1 (one) Postal Ballot form for every registered folio / client ID irrespective of the members of joint Members.
The Postal Ballot form should be completed and signed by the member as per specimen signature registered with the Company and/or furnished by the Depositories. In case, shares are jointly held, this form should be completed and signed by the first named Member and, in his/her absence, by the next named Member. Holder(s) of Power of Attorney (“POA”) on behalf of a Member may vote on the postal ballot mentioning the registration number of the POA with the Company or enclosing a copy of the POA authenticated by a notary. In case of shares held by companies, societies etc., the duly completed postal ballot form should be accompanied by a certified copy of the board resolution/ authorization giving the requisite authority to the person voting on the postal ballot form. The Scrutinizer will submit her report to the Chairman after completion of the scrutiny of the postal ballots including e- votes submitted. The Scrutinizer’s decision on the validity of the votes (including e-votes) shall be final. The results of the postal ballot including e- voting will be announced on 28[th] February, 2020 at the registered office of the Company situated at Old Motor Stand, Itwari, Nagpur – 440008. Maharashtra. India.
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Hariyana Metals Limited
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The results, together with the Scrutinizer’s Report, will be displayed at the registered Office of the Company and on the website of Company (https:// www.hariyanametals.com ), besides being communicated to BSE Limited and the National Securities Depository Limited. The result of the Postal Ballot shall also be announced through newspaper advertisement. In the event, the resolutions are assented to by the requisite majority of Members by means of Postal Ballot, the date of declaration of Postal Ballot result shall be deemed to be the date of passing of the said resolutions.
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Kindly note that the Members can opt only one mode for voting i.e. either by physical ballot or e-voting. If you are opting for e-voting, then do not vote by physical ballot and vice versa. However, in case Member(s) cast their vote both via physical ballot and e-voting, then voting validly done through e- voting shall prevail and voting done by physical ballot shall be treated as invalid.
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The vote on postal ballot cannot be exercised through proxy.
The procedure to login to e-Voting website consists of two steps as detailed hereunder:
Step 1: Log-in to NSDL e-Voting system
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Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/.
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Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholders’ section.
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A new screen will open. You will have to enter your User ID, your Password and a Verification Code as shown on the screen. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
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Your User ID details will be as per details given below :
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a. For Members who hold shares in demat account with NSDL: 8 Character DP ID followed by 8 Digit Client ID (For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**).
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b. For Members who hold shares in demat account with CDSL: 16 Digit Beneficiary ID (For example if your Beneficiary ID is 12** then your user ID is 12**).
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c. For Members holding shares in Physical Form: EVEN Number followed by Folio Number registered with the company (For example if folio number is 001 and EVEN is 101456 then user ID is 101456001).
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Your password details are given below:
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a. If you are already registered for e-Voting, then you can use your existing password to login and cast your vote.
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b. If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need enter the ‘initial password’ and the system will force you to change your password.
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c. How to retrieve your ‘initial password’?
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i. If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
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ii. If your email ID is not registered, your ‘initial password’ is communicated to you on your postal address.
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If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
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a. Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
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b. “ Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
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c. If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address.
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After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
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Now, you will have to click on “Login” button.
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After you click on the “Login” button, Home page of e-Voting will open.
Step 2: Cast your vote electronically on NSDL e-Voting system:
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After successful login at Step 1, you will be able to see the Home page of e- Voting. Click on e-Voting. Then, click on Active Voting Cycles.
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After click on Active Voting Cycles, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle is in active status.
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Select “EVEN” of the Company.
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Now you are ready for e-Voting as the Voting page opens.
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Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
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Upon confirmation, the message “Vote cast successfully” will be displayed.
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You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders:
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Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e- mail [email protected] to with a copy marked to [email protected].
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It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e- voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot
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User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
- In case of any queries, you may refer to the Frequently Asked Questions (FAQs) for members and e-voting user manual for members available at the Downloads sections of https://www.evoting.nsdl.com or contact NSDL by email at [email protected] or call on.: 1800 222 990.
Other Instructions:
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The e-voting period commences on 29[th] January, 2020 (9.00 a.m. IST) and ends on 27[th] February, 2020 (5.00 p.m. IST). During this period, Members holding shares either in physical form or in dematerialized form, as on 24th January, 2020, i.e. cut-off date, may cast their vote electronically. The e-voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution is cast by the Member, he/she shall not be allowed to change it subsequently or cast the vote again.
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The voting rights of shareholders shall be in proportion to their shares of the paid up equity share capital of the Company as on the cut-off date 24th January, 2020.
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Any person, who acquires shares of the Company and becomes member of the Company after dispatch of the notice and holding shares may obtain the login ID and password by sending an email to [email protected] by mentioning their Folio No. /DP ID and Client ID No. However, if you are already registered with NSDL for remote e-voting then you can use your existing user ID and password for casting your vote. If you forget your password, you can reset your password by using “Forget User Details/Password” option available on www.evoting.nsdl.com.
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The Scrutinizer shall, immediately after the conclusion of voting through postal ballot, count the votes cast through postal ballot, thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the Company. Scrutinizer shall within 2 days of conclusion of the voting submit a consolidated scrutinizer report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing.
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The result declared along with the Scrutinizer’s Report shall be placed on the Company’s website www.hariyanametals.com and on the website of NSDL www.evoting.nsdl.com immediately. The Company shall simultaneously forward the results to National Stock Exchange of India Limited and BSE
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Limited, where the shares of the Company are listed. The results shall also be displayed on the notice board at the Registered Office of the Company.
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EXPLANATORY STATEMENT PURSUANT TO THE PROVISIONS OF SECTION 102 OF THE COMPANIES ACT, 2013
ITEM 1 & 2:
The Company has been primarily engaged in the business of Re Rolling of Steel for manufacture of various steel sections bare, flats, pressed sheet, metal article, drawing of wire and manufacture wire products such as screws, wire nails, barbed wires, fencing wires, wire netting.
Current Board of Directors is of the view that company should look for new opportunities’ in the field of Construction and try to diversify the business of the company. On the same line company has planned to add few objects in Memorandum of the Company to execute the vision of the Management. Further the Board is of the view that the new activity of the company will help the company to prosper and flourish and earn profit for the company. Therefore the Company proposes to Change the name from “Hariyana Metals Limited” to “Hariyana Ventures Limited” to bring in line with the proposed change in Object Clause of the Company or such other name as may be approved by the Ministry of Corporate Affairs.
The Company vide SRN R30980551 had made an application for reservation of name change to Central Registration Centre, MCA and the desired name “Hariyana Ventures Limited” was made available vide their letter dated 23-012020 to the Company.
The proposed amendment to the Name clause will reflect the activities to be carried on by the Company.
The alteration of object clause of Memorandum of Association as set out in the resolution is to facilitate diversification. This will help the Company carry out the business more economical and efficiently and the proposed activities can be under existing circumstance, conveniently and advantageously combined with the present activities of the Company. This will enlarge the operation of the Company.
The amendment shall be effective upon the Registration of the Resolution with the Registrar of Companies Maharashtra, Mumbai.
Pursuant to Section 13 / 14 of the Companies Act, 2013, alteration of the Name Clause of the Memorandum and Articles of Association of the Company requires approval of the members of the Company by way of passing a Special Resolution to that effect.
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The draft copy of Memorandum and Articles of Association of the Company shall be open for inspection at the Registered Office of the Company during office hours on all working days, except Saturday and Sunday and other holidays, between 11:00 a.m. and 1:00 p.m. up to the date of declaration of results of postal ballot.
The amendment shall be effective upon the Registration of the Resolution with the Registrar of Companies (ROC).
The Board of Directors accordingly recommends the resolutions set out at Item No. 1 and 2 of the accompanying Notice for the approval of the Members.
None of the Directors and Managers of the Company and Key Managerial Personnel and their relatives is concerned in any way or interested in the resolution.
Your Directors commend the resolutions for your approval as a Special Resolutions.
By Order of the Board of Directors For, Hariyana Metals Limited
Sd/-
Mr. Harish Agarwal Managing Director
Place: Nagpur DIN 00291083 Dated: 25[th] January, 2020
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Hariyana Metals Limited
Hariyana Metals Limited
CIN: L99999MH1975PLC018080
Regd off: Old Motor Stand, Itwari, Nagpur – 440008. Maharashtra. India.
Tel: 0712-2766301 Website: www.hariyanametals.com Email: [email protected]
POSTAL BALLOT FORM
Sr. No. :
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Name & Registered Address of the : Sole/first named Member
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Name(s) of the Joint Holder(s), if any :
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Registered Folio No./DP ID & Client ID No.:
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No. of Shares held :
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I/ We hereby exercise my/ our vote in respect of the following Special resolutions to be passed through Postal Ballot for the businesses stated in the Notice of Postal Ballot dated 25th January, 2020 of the Company, by sending my/ our assent or dissent to the said resolutions by placing a tick ( √ ) mark at the appropriate box below:
| Sr. no. |
Description | No. of Shares |
Type of the Resolution |
(For) I/We assent to the Resolution |
(Against)I/We dissent to the Resolution |
|---|---|---|---|---|---|
| 1. | Change in Object clause of the company |
Special | |||
| 2. | Change of Name of the Company |
Special |
Place:
Date: Signature of the Member/Beneficial Owner
Last date for receipt of Postal Ballot Form by the Scrutinizer: 27[th] February, 2020 by 5:00 p.m. (IST)
| EVEN (Electronic Voting Event Number) |
User ID | *Default PAN / Password |
|---|---|---|
- Only Members who have not updated their PAN with the Company / Depository Participant shall use default PAN in the PAN Field.
Note:
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If the voting rights are exercised electronically, there is no need to use this form.
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Please read the instructions overleaf before exercising your vote. For E-voting instructions, kindly refer the Notice of Postal Ballot.
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IMPORTANT INSTRUCTIONS:
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This ballot form (“Postal Ballot Form”) is provided for the benefit of Members who do not have access to E-voting facility, to enable them to send their assent or dissent by post for the resolution(s) included in the Notice.
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A Member can opt for only one mode of voting i.e. either through Postal Ballot Form or E-voting. If a Member casts votes by both modes, then the voting done through E-voting shall prevail and the Postal Ballot Form shall be treated as invalid.
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A Member desiring to exercise vote through Postal Ballot Form should complete the Postal Ballot Form and send it to the Scrutinizer in the enclosed self-addressed postage prepaid business reply envelope properly sealed. The postage will be borne and paid by the Company. Envelopes containing Postal Ballot Form, if sent in person or by courier or by registered / speed post at the expense of the Member, will also be accepted.
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The self-addressed envelope bears the name of the Scrutinizer appointed by the Board of Directors of the Company and the address where the Postal Ballot Form needs to be posted.
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The Postal Ballot Form should be completed and signed by the Member (as per the specimen signature registered with the Company/Registrar & Share Transfer Agents/Depository Participant). In case of joint holding, the form should be completed and signed by the first named Member and in his/her absence, by the next named Member.
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Unsigned, incomplete, improperly or incorrectly tick marked postal ballot forms will be rejected. A form will also be rejected if it is received torn, defaced or mutilated to an extent which makes it difficult for the Scrutinizer to identify either the Member or the votes in favour or against or of the signature cannot be verified.
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Postal Ballot Forms received after 5:00 p.m. (IST) on 27[th] February, 2020 will be strictly treated as invalid / as if the reply from the Member has not been received.
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The consent must be accorded by recording the assent in the column “FOR” and dissent in the column “AGAINST” by placing a tick mark ( � ) in the appropriate column.
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Voting rights shall be reckoned on the paid up value of shares registered in the name(s) of the Members as per the Register of Members / Beneficial Owners as per the records maintained by the depositories as on 24[th] January, 2020.
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In case the equity shares are held by bodies corporate, trusts, societies, etc. or by persons authorized under power of attorney, the Postal Ballot Form signed in representative capacity must be accompanied by a certified true copy of the resolution of the Board of Directors of the body corporate concerned or by an attested true copy of the power of attorney authorizing such person, as the case may be, along with the specimen signature of the said authorized representative or power of attorney holder. If the same is/are already registered with the Company/Registrar and Share Transfer Agent/Depository Participant, please quote the registration no. beneath the signature. Where the Postal Ballot Form has been signed by a representative of the President of India or by the Governor of a State, a certified true copy of the nomination should accompany the Postal Ballot Form.
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The Members are requested not to send any other document along with the Postal Ballot Form in the enclosed self addressed envelope as all such envelopes will be delivered to the Scrutinizer and any extraneous paper found in such envelope would be destroyed by the Scrutinizer.
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The Scrutinizer’s decision on the validity of postal ballot will be final.
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