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ISL Consulting Ltd AGM Information 2024

Sep 25, 2024

63694_rns_2024-09-25_e30ee6f2-6f29-41a3-9817-d36103db3667.pdf

AGM Information

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ISL CONSULTING LIMITED

CIN: L67120GJ1993PLC086576

Regd Office: 504, 5th Floor, Priviera, Near Bank of Baroda, Above Honda Show room, Nehru Nagar Circle, Ahmedabad – 380015, Gujarat, India. Ph: 079-40030351, 079-40030352 Email: [email protected] Website: www.islconsulting.in

September 25, 2024

To, The Corporate Relationship Department, BSE Limited P J Towers, Dalal Street, Mumbai-400001, Maharashtra, India.

Scrip Code: 511609 ISIN; INE569B01022

Dear Sir / Madam,

Subject: Proceedings of 32[nd ] Annual General Meeting as per Regulation 30.

Pursuant to Regulation 30 read with Sub-Para 13 of Para A of Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed proceeding of the 32[nd] Annual General Meeting of ISL Consulting Limited held on Wednesday, September 25, 2024 at 02:00 P.M . and concluded at 02:20 P.M. through Video Conferencing / Other Audio-Visual Means.

Kindly take the same on your record.

Thanking You,

Yours Faithfully,

For, ISL Consulting Limited

SHAH ANKIT JAGAT Digitally signed by SHAH ANKIT JAGAT DN: c=IN, o=Personal, title=2852, pseudonym=t7nUZCWbphXkWVbMo1wVVquBJCkGIPGR, 2.5.4.20=393fa24f8b971bc0d372939291778888b40bd1ec9c3c273b8c2f9bf2d94f4bfb, postalCode=380009, st=Gujarat, serialNumber=f820c2d30dc022a2cdb90effbdec508d29b7fe6df524bee4832bbd1fb5e79814, cn=SHAH ANKIT JAGAT Date: 2024.09.25 16:41:30 +05'30'

Ankit Jagat Shah Managing Director DIN: 02695987

Encl: As Above

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ISL CONSULTING LIMITED

CIN: L67120GJ1993PLC086576

Regd Office: 504, 5th Floor, Priviera, Near Bank of Baroda, Above Honda Show room, Nehru Nagar Circle, Ahmedabad – 380015, Gujarat, India. Ph: 079-40030351, 079-40030352 Email: [email protected] Website: www.islconsulting.in

SUMMARY OF PROCEEDINGS OF THE 32[nd] ANNUAL GENERAL MEETING OF ISL CONSULTING LIMITED

Date and Time of the Meeting:

The 32[nd] Annual General Meeting (AGM) of the members of the Company was held on Wednesday, September 25, 2024 through Video Conferencing (VC) / Other Audio-Visual Means ('OAVM') which commenced at 02:00 P.M. and concluded at 02:20 P.M.

Proceedings in brief:

Mr. Rohit Rawat, Company Secretary and Compliance Officer of the Company welcomed all the members at 32[nd] Annual General Meeting of the Company which was being held through video conferencing.

The requisite quorum being present, He called the Meeting to order.

The Company Secretary informed that the Meeting was held through VC in compliance with the circulars issued by the Ministry of Corporate Affairs, Government of India and Securities and Exchange Board of India.

Then Mr. Bhavesh P. Mamnia, Chairman of the Company introduced Board of Directors to the members. Apart from the Directors, chairman also mentioned the presence of Mr. Nishantkumar Thakkar, Chief Financial Officer, Mr. Kunal Sanghvi from Bihari Shah & Co. the Statutory Auditors and Mr. Keyur J. Shah, Practicing Company Secretary of the company in the meeting.

Thereafter, Mr. Rohit Rawat, Company Secretary and Compliance Officer conducted the further Proceedings of the Meeting. He informed that the Company had taken all feasible steps to ensure the shareholders were provided an opportunity to participate in the Annual General Meeting and cast their vote. He further informed that the Annual Report Including Notice of the AGM which includes the process and manner of attending the AGM through VC and e-voting were e-mailed to all the Members whose e-mail addresses were registered with the RTA or Depository Participants as on 30[th ] August, 2024. Further, the Company had also given facility for updating the e-mail addresses on our RTA website i.e. www.purvashare.com.

He further informed that in compliance with the provisions of the Section 108 of the Companies Act, 2013 read with Rule 20 of Companies (Management and Administration) Rules, 2014 as amended and Regulation 44 of the Securities Exchange Board of India (Listing Obligations and Disclosure

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ISL CONSULTING LIMITED

CIN: L67120GJ1993PLC086576

Regd Office: 504, 5th Floor, Priviera, Near Bank of Baroda, Above Honda Show room, Nehru Nagar Circle, Ahmedabad – 380015, Gujarat, India. Ph: 079-40030351, 079-40030352 Email: [email protected] Website: www.islconsulting.in

Requirements) Regulations, 2015, the Company had provided e-voting platform through National Securities Depository Limited (NSDL) to Members to exercise their vote through electronic means. The remote e-voting facility was commenced at 09:00 A.M. on Sunday, September 22, 2024 and ended at 05:00 P.M. on Tuesday, September 24, 2024.

He further thanked the members who had voted for the resolutions through e-voting platform and requested to those shareholders who had not casted their vote through remote e-voting, to please cast their vote in respect of the resolutions, the e-voting facility shall remain open for a duration of 30 minutes from the conclusion of the 32[nd] AGM of the Company.

He informed that in case of query arising out of the said procedure of E-voting, members were requested to post their queries within 05 minutes and they would try to resolve the same.

The Company had appointed Mr. Keyur J. Shah and Associates, Practicing Company Secretaries, to act as the Scrutinizer, to scrutinize the voting conducted during the AGM and remote e-voting process in a fair and transparent manner.

The Company Secretary informed that the results of the remote e-voting and e-voting during AGM on all the resolutions as per the Notice of 32[nd] Annual General Meeting shall be announced after receipt of Scrutinizer’s Report within 2 Working days from the conclusion of the meeting and further the results would be placed on the website of the Company and shall also be intimated to the Bombay Stock Exchange and National Securities Depository Limited (NSDL) as per the relevant provisions of the Companies Act, 2013 and the listing regulations.

Then Mr. Bhavesh P. Mamania, Chairman of the Company, briefed the members on review of business. He also informed the nature of capital market in which the Company operates is not predictable with certainty. However, the management of the company is portrayed as actively engaged in monitoring changing market conditions and trends. With this, he concluded his speech.

The Company Secretary continued that the Notice convening the AGM and a copy of the Annual Report for the financial year ended March 31, 2024, have already been circulated to members of the Company electronically and with the shareholders’ permission, it was taken as read.

The Auditors’ Report do not contain any qualifications, observations or comment or remarks on the financial transactions or matters which may have an adverse impact on the functioning of the Company. Hence, with the permission of the shareholders, it was taken as read.

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ISL CONSULTING LIMITED

CIN: L67120GJ1993PLC086576

Regd Office: 504, 5th Floor, Priviera, Near Bank of Baroda, Above Honda Show room, Nehru Nagar Circle, Ahmedabad – 380015, Gujarat, India. Ph: 079-40030351, 079-40030352 Email: [email protected] Website: www.islconsulting.in

The Secretarial Audit Report contains some observations which are self-explanatory and mentioned in its report which is also a part of Annual Report. Hence, with the permission of the shareholders, it was taken as read.

He further informed that the following items of business as set out in the Notice convening the 32[nd] Annual General Meeting were recommended for members' consideration and approval:

Ordinary Businesses:

  1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended on March 31, 2023 including the Audited Balance Heet as at March 31, 2023 and the Statement of Profit and Loss for the year ended on that date and the Reports of the Board of Directors and Auditors thereon.

  2. To appoint a director in the place of Mrs. Reema Ankit Shah (DIN:02698529), who retires by rotation and being eligible, offers herself for re-appointment.

Special Businesses:

  1. Approval relating to the change in designation of Mr. Bhavesh Premji Mamania from Non-Executive - independent director to Non-Executive Non-Independent director, for further period of five years, who will retire by rotation;

  2. To appoint Mr. Satya Gopal (DIN: 08144273), as Non-Executive Independent Director who will not retires by rotation;

Subject to the approval of members of the company Mr. Satya Gopal (DIN 08144273) was appointed as an Independent Director of our company in the board meeting held on 29[th] August 2024. However, due to unforeseen personal circumstances, Mr. Satya Gopal (DIN 08144273) has informed us that he will be unable to continue in this role even after the e-vote have been casted on the said resolution during the e-voting period. Therefore, we are taking the note of the same that the AGENDA No 4 to the notice of this Annual General meeting regarding the resolution for appointment of Mr. Satya Gopal (DIN 08144273) as independent director is dispense with. The Company assured the members, the Board is actively considering the next steps and will keep you informed about any developments regarding this position. Letter Company Secretary

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ISL CONSULTING LIMITED

CIN: L67120GJ1993PLC086576

Regd Office: 504, 5th Floor, Priviera, Near Bank of Baroda, Above Honda Show room, Nehru Nagar Circle, Ahmedabad – 380015, Gujarat, India. Ph: 079-40030351, 079-40030352 Email: [email protected] Website: www.islconsulting.in

Thanked to Mr. Satya Gopal for his understanding and continued support to the company.

  1. Re-appointment of Mr. Savajibhai Devarambhai Galiya (DIN: 08289016) as Independent Director of the Company who will not retire by rotation;

  2. To Re-appoint Mr. Ankit Jagat Shah (DIN: 02695987), as a Managing Director of the Company for a period of 3 (three) years;

Later, Company Secretary thanked the shareholders, Board of Directors and the employees of the Company and concluded the meeting.

Details of Voting Results as required under Regulation 44(3) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 will be separately submitted.

Note: This is not minutes of the proceedings of the Annual General Meeting of the Company.

Kindly take the same on record.

Thanking You,

Yours Faithfully,

For, ISL Consulting Limited

SHAH ANKIT JAGAT Digitally signed by SHAH ANKIT JAGAT DN: c=IN, o=Personal, title=2852, pseudonym=t7nUZCWbphXkWVbMo1wVVquBJCkGIPGR, 2.5.4.20=393fa24f8b971bc0d372939291778888b40bd1ec9c3c273b8c2f9bf2d94f4bfb, postalCode=380009, st=Gujarat, serialNumber=f820c2d30dc022a2cdb90effbdec508d29b7fe6df524bee4832bbd1fb5e79814, cn=SHAH ANKIT JAGAT Date: 2024.09.25 16:45:30 +05'30'

Ankit Jagat Shah Managing Director DIN: 02695987