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InterGlobe Aviation Limited — AGM Information 2023
Aug 24, 2023
61901_rns_2023-08-24_1ac23c12-a6e5-448b-a071-d8ffe888db58.pdf
AGM Information
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August 24, 2023 IGAL/SECT/08-23/16
To To, National Stock Exchange of India Limited Department of Corporate Services Exchange Plaza, C-1,Block G BSE Limited Bandra Kurla Complex Phiroze Jeejeebhoy Towers Bandra - (E) Dalal Street Mumbai - 400 051 Mumbai - 400 001 Symbol: INDIGO Scrip Code: 539448
Dear Sir / Ma‘am,
Sub : Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure – Requirements) Regulations, 2015 The Proceedings of 20[th] Annual General Meeting
In compliance with Regulation 30 read with Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the summary of proceedings of 20[th] Annual General Meeting of the Company held on Thursday, August 24, 2023 at 11:00 a.m. through Video Conferencing (VC).
This is for your information and records.
Thanking you,
For InterGlobe Aviation Limited
SANJAY Digitally signed by SANJAY GUPTA GUPTA Date: 2023.08.24 15:20:04 +05'30' Sanjay Gupta Company Secretary and Chief Compliance Officer Membership No.: FCS 7729
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InterGlobe Aviation Limited
Registered Office: Upper Ground Floor, Thapar House, Gate No. 2, Western Wing, 124 Janpath, New Delhi – 110 001, India. M +91 9650098905, F + 91 11 43513200 Email: [email protected] Corporate Office: Level1, Tower C, Global Business Park, M G Road, Gurgaon - 122 002, Haryana, India. T +91 124 435 2500. F + 91 124 406 8536 CIN no.: L62100DL2004PLC129768
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Summary of Proceedings of the 20[th] Annual General Meeting
The 20[th] Annual General Meeting (“AGM”) of the Members of lnterGlobe Aviation limited ("Company") was held on Thursday, August 24, 2023, at 11:00 a.m. through video conferencing ("VC"), in compliance with the applicable provisions of the Companies Act ,2013, the General Circulars No. 14/2020 dated April 8, 2020, No.17/2020 dated April 13, 2020, No. 20/2020 dated May 05, 2020, No. 02/2021 dated January 13, 2021, No. 19/2021 dated December 8, 2021, No. 21/2021 dated December 14, 2021, No. 02/2022 dated May 05, 2022, and No. 10/2022 dated December 28, 2022, issued by the Ministry of Corporate Affairs ("MCA") and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR Regulations").
The meeting commenced at 11 :00 a.m. and concluded at 12:22 p.m. (including time allowed for e- voting at AGM). A total of 77 Members attended the AGM through VC.
The following Directors were present through VC at the AGM:
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Dr. Venkataramani Sumantran, Chairman of the Board of Directors and Chairman of the Audit Committee;
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Ms. Pallavi Shardul Shroff, Independent Director and Chairperson of the Nomination and Remuneration Committee;
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Mr. Vikram Singh Mehta, Independent Director;
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ACM (Retd.) Birender Singh Dhanoa, Independent Director and Chairman of the Stakeholders Relationship Committee;
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Mr. Meleveetil Damodaran, Non-Executive Director and Chairman of the Corporate Social Responsibility Committee;
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Mr. Anil Parashar, Non-Executive Director;
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Mr. Gregg Albert Saretsky, Non-Executive Director and Chairman of the Risk Management Committee; and
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Mr. Rahul Bhatia, Managing Director
Pursuant to the relevant provisions of the Companies Act, 2013 ("Act") and the Articles of Association of the Company, Dr. Venkataramani Sumantran, Chairman of the Board chaired the proceedings of the AGM. The Chairman welcomed the Members present at the AGM. He then introduced the Directors present. He informed that Mr. Pieter Elbers, Chief Executive Officer, Mr. Gaurav Negi, Chief Financial Officer, Mr. Sanjay Gupta, Company Secretar y and Chief Compliance Officer, partners and authorized representatives of the Statutory Auditors - S.R. Batliboi & Co. LLP, Chartered Accountants, the Secretarial Auditors - M/s. RMG & Associates, Practicing Company Secretaries, as well as the Scrutinizer to supervise the e-voting process at the meeting, were also present at the AGM through VC.
The Chairman called the meeting to order as requisite quorum was present.
The Chairman then requested the Company Secretary to provide general instructions to the Members regarding participation in the AGM. The Company Secretary informed the Members that the AGM was held through VC in accordance with the general approvals contained in the circulars and guidelines issued by the MCA and the SEBI. The Company Secretary further informed that the Company had enabled the Members to participate in the AGM through VC facility provided by National Securities Depository limited (NSDL). The proceedings of the AGM were also being webcast live for all the Members. He also informed that the certificate from the Secretarial Auditors stating that the Company's ESOS Scheme is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and all the documents as referred to in the Notice of AGM and the Annual Report were available for inspection through electronic mode.
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After the welcome address by the Chairman, Mr. Pieter Elbers, Chief Executive Officer (CEO), addressed the Members.
The Chairman then stated that since there were no qualifications or adverse remarks in the Auditors' Report, it was taken as read. He further informed that the following items of business, as contained in the Notice of AGM dated July 28,2023, were proposed for approval of the Members at the AGM:
| Item No. |
Agenda | Resolution Required (Ordinary / Special) |
|---|---|---|
| 1. | Adoption of: (a) the audited standalone financial statements of the Company for the financial year ended March 31, 2023, along with the reports of the Board of Directors and the Auditors thereon; and (b) the audited consolidated financial statements of the Company for the financial year ended March 31, 2023, along with the report of the Auditors thereon |
Ordinary |
| 2. | Appointment of a Director retiring by rotation: To re-appoint Mr. Gregg Albert Saretsky (DIN: 08787780) as Director, who retires by rotation, and being eligible, offers himself for re-appointment |
Ordinary |
| 3. | Approval for implementation of ‘InterGlobe Aviation Limited – Employee Stock Option Scheme 2023’of the Company |
Special |
| 4. | Approval for extension of ‘InterGlobe Aviation Limited – Employee Stock Option Scheme 2023’ to the eligible employees of subsidiary company(ies) of the Company. |
Special |
The Chairman then declared that the Notice of AGM could be taken as read since it had been circulated to the Members alongwith the Annual Report for FY 2022-23 through electronic mode.
The Chairman invited the Members who had registered themselves as speakers to raise their queries. Mr. Pieter Elbers, CEO of the Company provided answers to the queries raised by the Members.
The Company Secretary informed the Members that the facility to cast their vote electronically through remote e-voting facility was made available from Monday, August 21, 2023 at 9:00 a.m. and concluded on Wednesday, August 23, 2023 at 5:00 p.m. and the facility for e-voting was provided at the AGM to all those Members who had not cast their votes by remote e-voting.
The Company Secretary further informed that Ms. Amrita Nautiyal, Practicing Company Secretary, Proprietor, M/s. Amrita Nautiyal & Associates, was appointed as the scrutinizer to scrutinize the remote e-voting process and e-voting at the AGM in a fair and transparent manner.
The Company Secretary further announced that the consolidated results of remote e-voting and e- voting at the AGM shall be informed to the stock exchanges and uploaded on the website of the Company.
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The Scrutinizer's Report was subsequently received and based on the report, all the four resolutions as set out in the Notice of AGM were passed with requisite majority.
This is for your information and record.
For lnterGlobe Aviation limited
SANJAY GUPTA Digitally signed by SANJAY GUPTA Date: 2023.08.24 15:19:28 +05'30'
Sanjay Gupta Company Secretary and Chief Compliance Officer Membership No: F7729
Date: August 24, 2023 Place: Gurugram