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INDOSOLAR LIMITED — AGM Information 2025
May 9, 2025
62435_rns_2025-05-09_71a267ba-ad32-4cff-8610-1dc9db5becca.pdf
AGM Information
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May 09, 2025
To,
National Stock Exchange of India Limited BSE Limited Exchange Plaza’. C-1, Block G, Phiroze Jeejeebhoy Towers, Bandra Kurla Complex, Bandra (E), Mumbai - 400 051 Dalal Street, Fort, Mumbai – 400 001 Company Symbol: INDOSOLAR Script Code: 533257
__________________ Subject Proceedings of 15[th] Annual General Meeting (AGM) post Corporate Insolvency Resolution Process (“CIRP”)
Reference Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
Dear Ma’am/Sir,
Pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith copy of Proceedings of 15th Annual General Meeting (“AGM”) post Corporate Insolvency Resolution Process (“CIRP”) held on Friday, May 09, 2025, at 11.00 a.m. through Video Conferencing (‘VC’)/Other Audio Visual Means (‘OAVM’) and was concluded at 12:02 p.m. The Meeting was conducted in accordance with the circulars issued by the Ministry of Corporate Affairs (‘MCA’) and the Securities and Exchange Board of India (‘SEBI’).
We request you to kindly note the content of this letter and take the above on your record.
Thanking You,
Yours Faithfully, For Indosolar Limited
AKALPITA Digitally signed by AKALPITA HARNISH HARNISH PATEL PATEL Date: 2025.05.09 17:40:11 +05'30'
__________ Akalpita Patel Company Secretary and Compliance Officer
Indosolar Limited
Registered Office:
Unit No. 301, 3rd floor, Building 02, Southern Park", Saket, New Delhi-110017. Tel : +91-120-4762500 Factory: 3C/1eco Tech -11, Udyog Vihar, Greater Noida – 201306, Uttar Pradesh, India | CIN: L18101DL2005PLC134879
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PROCEEDINGS OF 15TH ANNUAL GENERAL MEETING POST CORPORATE INSOLVENCY RESOLUTION PROCESS (“CIRP”) HELD ON FRIDAY, MAY 09, 2025, AT 11.00 A.M. THROUGH VIDEO CONFERENCING (‘VC’)/OTHER AUDIO VISUAL MEANS (‘OAVM’)
The 15th AGM of the Members of Indosolar (‘the Company’) was held on Friday, May 09, 2025 (IST) through Video Conferencing (‘VC’)/Other Audio Visual Means (‘OAVM’), which commenced at 11:00 a.m. and concluded at 12:02 p.m. The Meeting was conducted in accordance with the circulars issued by the Ministry of Corporate Affairs (‘MCA’) and the Securities and Exchange Board of India (‘SEBI’).
The following Board Members were present at the 15[th] AGM:
| Sr. No. | The AGM was attended by the following Directors, Key Managerial Personnel through VC: |
The AGM was attended by the following Directors, Key Managerial Personnel through VC: |
The AGM was attended by the following Directors, Key Managerial Personnel through VC: |
Location |
|---|---|---|---|---|
| 01. | Mr. Hitesh Chimanlal Doshi | Chairman and Managing Director | Ooty, Tamil Nadu | |
| 02. | Mr. Viren Chimanlal Doshi | Director | Mumbai, Maharashtra | |
| Member - (Stakeholder Relationship Committee) |
||||
| 03. | Mr. Hitesh Pranjivan Mehta | Director | New Zealand | |
| Chairperson - (Stakeholder Relationship Committee) |
||||
| Member-(Audit Committee) | ||||
| Member - (Nomination and Remuneration Committee) |
||||
| 04. | Ms. Anita Jaiswal | Independent Director | Mumbai, Maharashtra | |
| Member-(Audit Committee) | ||||
| Member - (Nomination and Remuneration Committee) |
||||
| 05. | Mr. Jayesh Dhirajlal Shah | IndependentDirector | Mumbai, Maharashtra | |
| Chairperson-(Audit Committee) | ||||
| Chairperson - (Nomination and RemunerationCommittee) |
||||
| Member - (Stakeholder Relationship Committee) |
||||
| 06. | Mr. Nilesh BhogilalGandhi | IndependentDirector | Bandipur,Karnataka | |
| 07. | Mr. Mahesh Ramdas Chhabria | Independent Director | Chennai | |
| 08. | Ms. SonalShrivastava | Chief FinancialOfficer(KMP) | Mumbai Maharashtra | |
| 09. | Ms. Akalpita Harnish Patel | Company Secretary and Compliance Officer (KMP) |
Mumbai Maharashtra | |
| Sr. No. | OTHER REPRESENTATIVES/ | INVITEES | LOCATION | |
| 01. | Mr.ManojPatil(GoupLegal Head) | Mumbai,Maharashtra | ||
| 02. | Mr. Nitesh Musahib, Partner and Representative of M/s S.G.C.O Co. LLP, Chartered Accountants, Statutory Auditor |
Mumbai, Maharashtra | ||
| 03. | Mr. Hardik Dave, proprietor of H. Dave & Co. Chartered Accountants, Internal Auditor |
Mumbai, Maharashtra | ||
| 04. | Ms. Zarana Sodagar, proprietor of M/S Zarana Sodagar & Co., Secretarial Auditor Financial Year 2022 – 2023 and2023-24 |
Mumbai, Maharashtra |
Total 48 (forty eight) members were present in the meeting through VC/OAVM.
Ms. Akalpita Patel, Company Secretary & Compliance Officer, welcomed the Members, Directors and Invitees to the meeting. They were present at the Meeting through VC from their respective locations. The Company Secretary thereafter informed the Members that, representatives of S.G.C.O. & CO. Chartered Accountants LLP, Statutory Auditors, Hardik Dave & Co. Internal Auditors and M/s. Zarana Sodagar & CO., Secretarial Auditors and Scrutinizer for the remote e-voting and the e-voting during the AGM, were also present at the Meeting through VC.
Mr. Hitesh Doshi, Chairman of the Board, chaired the Meeting. The Chairman welcomed the Shareholders to the Meeting and on requisite quorum being present, called the Meeting to order.
Indosolar Limited
Registered Office: Unit No. 301, 3rd floor, Building 02, Southern Park", Saket, New Delhi-110017. Tel : +91-120-4762500 Factory:
3C/1eco Tech -11, Udyog Vihar, Greater Noida – 201306, Uttar Pradesh, India | CIN: L18101DL2005PLC134879
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Ms. Akalpita Patel, Company Secretary & Compliance Officer briefed the shareholders on details relating to their participation at the Meeting through audio-visual means. The Company Secretary further informed the Members that the proceedings of the meeting were also being webcast and could be viewed live by Members by logging on to the website of the MUFG Intime India Private Limited (MUFG). The Company had taken the requisite steps to enable Members to participate and vote on the items being considered at the AGM.
Mr. Hitesh Doshi Chairman requested Mr. Manoj Patil (Group – Legal Head) to brief members on CIRP and its fallout leading to this 15[th] Annual General Meeting. Accordingly, Mr. Patil briefed members about CIRP and the mattes about relisting.
Further it was informed that, the Registers and documents as required under the Companies Act, 2013, were available for inspection in electronic mode..
Thereafter with the consent of the Members present, the notice convening the AGM and the Auditor's Report for the financial year ended March 31, 2022, March 31, 2023 and March 31, 2024 were taken as read. It was further informed that there were no qualifications, observations or adverse remarks in the reports of the Statutory Auditor and also observations referred by and Secretarial Auditor in the Secretarial Audit Report were responded in the Board’s Report.
Thereafter, Ms. Sonal Shrivastava, Chief Financial Officer of the Company briefed to Members on the financial performance of the Company for the Financial Year 2021-22, Financial Year 2022-23 and Financial Year 2023-24.
After this chairman briefed the scope and implications of the agenda item and took up the resolutions as set forth in the notice of the meeting for consideration:
| Sr. No | Description | Type of Resolution |
|---|---|---|
| Item No. 01 | TO APPOINT MR. HITESH CHIMANLAL DOSHI (DIN:00293668) AS MANAGING DIRECTOR |
Ordinary |
| Item No. 02 | TO APPOINT MR. VIREN CHIMANLAL DOSHI (DIN:00207121) AS DIRECTOR(NON-EXECUTIVE) |
Ordinary |
| Item No. 03 | TO APPOINT MR. HITESH PRANJIVAN MEHTA (DIN: 00207506) AS DIRECTOR(NON-EXECUTIVE) |
Ordinary |
| Item No. 04 | TO APPOINT MR. JAYESH DHIRAJLAL SHAH (DIN: 00182196) AS INDEPENDENT DIRECTOR |
Special |
| Item No. 05 | TO APPOINT MS. ANITA JAISWAL (DIN: 08485642) AS AN INDEPENDENT DIRECTOR: |
Special |
| Item No. 06 | TO APPOINT MR. NILESH BHOGILAL GANDHI (DIN: 03570656) AS AN INDEPENDENT DIRECTOR |
Special |
| Item No. 07 | TO APPOINT S. G. C. O. & CO, LLP, CHARTERED ACCOUNTANTS AS STATUTORY AUDITOR TO FILL IN CASUAL VACANCY AND APPOINT THEM AS STATUTORY AUDITOR FOR A PERIOD OF 5 YEARS |
Special |
| Item No. 08 | TO CONSIDER, AND ADOPT THE AUDITED FINANCIAL STATEMENT OF THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31, 2022, AND THE REPORTS OF THE BOARD OF DIRECTORS AND AUDITORS THEREON |
Ordinary |
| Item No. 09 | TO CONSIDER, AND ADOPT THE AUDITED FINANCIAL STATEMENT OF THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31, 2023, AND THE REPORTS OF THE BOARD OF DIRECTORS AND AUDITORS THEREON |
Ordinary |
| Item No. 10 | TO CONSIDER, AND ADOPT THE AUDITED FINANCIAL STATEMENT OF THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31, 2024, AND THE REPORTS OF THE BOARD OF DIRECTORS AND AUDITORS THEREON |
Ordinary |
| Item No. 11 | TO RATIFY RELATED PARTY TRANSACTIONS ENTERED DURING THE FINANCIAL YEAR 2022-2023 |
Ordinary |
| Item No. 12 | TO RATIFY RELATED PARTY TRANSACTIONS ENTERED DURING THE FINANCIAL YEAR 2023-2024 |
Ordinary |
| Item No. 13 | TO RATIFY RELATED PARTY TRANSACTIONS ENTERED DURING THE FINANCIAL YEAR 2024-2025 |
Ordinary |
Indosolar Limited
Registered Office: Unit No. 301, 3rd floor, Building 02, Southern Park", Saket, New Delhi-110017. Tel : +91-120-4762500 Factory:
3C/1eco Tech -11, Udyog Vihar, Greater Noida – 201306, Uttar Pradesh, India | CIN: L18101DL2005PLC134879
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| Item No. 14 | TO APPROVE THE OVERALL BORROWING LIMITS U/S 180(1)(C) OF THE COMPANIES ACT, 2013 |
Ordinary |
|---|---|---|
| Item No. 15 | TO SEEK APPROVAL UNDER SECTION 180(1)(A) OF THE COMPANIES ACT, 2013 INTER ALIA FOR CREATION OF MORTGAGE OR CHARGE ON THE ASSETS, PROPERTIES OR UNDERTAKING(S)OF THE COMPANY |
Ordinary |
| Item No. 16 | TO APPROVE CONVERSION OF LOAN INTO EQUITY OR OTHER CAPITAL OF THE COMPANY IN CASE OF EVENT OF DEFAULT |
Ordinary |
Members who attended the Meeting were given an opportunity to ask questions and seek clarification(s). The Group Legal Head appropriately responded to the questions raised by them.
Post the question-and-answer session, the Chairman authorized Ms. Akalpita Patel, Company Secretary & Compliance Officer to carry out the e-voting process. She informed that the venue-e-voting will continue for 15 minutes after the meeting and that 15 minutes will be included in the conclusion time.
She further informed the Members that Ms. Zarna Sodagar, proprietor M/s. Zarana Sodagar & CO. has been appointed as scrutiniser to scrutinise the remote e-voting and e-voting during AGM in a transparent manner and issue the report. The consolidated voting results will be disseminated to the Stock Exchanges on which the Company's shares are listed and will also be made available on the website of the Company at www.indosolar.co.in and MUFG at https://instavote.linkintime.co.in within 2 working days from the conclusion of the Meeting.
The Chairman then thanked the Members for their continued support and for attending and participating in the Meeting. He also thanked the Directors for joining the Meeting. After that the Meeting concluded at 12:02 p.m. (including 15 minutes for venue e-voting).
Thank you!
For, Indosolar Limited
AKALPITA Digitally signed by AKALPITA HARNISH HARNISH PATEL PATEL Date: 2025.05.09 17:40:52 +05'30' _____ Akalpita Harnish Patel Company Secretary and Compliance Officer
Indosolar Limited
Registered Office:
Unit No. 301, 3rd floor, Building 02, Southern Park", Saket, New Delhi-110017. Tel : +91-120-4762500 Factory:
3C/1eco Tech -11, Udyog Vihar, Greater Noida – 201306, Uttar Pradesh, India | CIN: L18101DL2005PLC134879
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