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JHS Svendgaard Laboratories Ltd. — Board/Management Information 2020
Aug 9, 2020
61621_rns_2020-08-09_43c18ce4-2c25-4768-8338-a5b7814675b3.pdf
Board/Management Information
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August 4, 2020 J
To, CIN ; L24230HP2004PLC027556 The National Stock Exchange of India Limited "Exchange Plaza", Plot No, C/1, G Block, Bandra- Kurla Complex, Bandra (E), Mumbai-400051 NSE Symbol : JHS
Department of Corporate Services The Bombay Stock Exchange Limited 25" Floor , P.J Towers, Dalal Street, Mumbai — 400001 Company Code No: 532771
Subject: Intimation pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBL Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2020
Dear Sir/Madam,
Pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, we hereby inform you that at the 16" Annual General Meeting of JHS Svendgaard Laboratories Limited ("Company") held on August 8, 2020 at 01:00 P.M through Video Conferencing, the members of the Company, inter-alia, approved:
- i. the re-appointment of M/s S N Dhawan & Co., Chartered Accountants (Firm Regn no. QOOU50N/N500045) as the Statutory Auditor of the Company for a period of five years w.e.f, the conclusion of the subjected AGM till the conclusion of the 21" Annual General meeting of the Company to be held in year 2025, at a remuneration as may be decided and fixed by the Board of directors of the Company.
- ii. the appointment(s) of Mr. Raja Gopal Chakravarthi Venkateish (DIN: 00259537), and Mr. Kapil Minocha, (DIN: 02817283), as Independent Director of the Company, w.e.f. June 23, 2020 for a tenure of 5 years.
- iii. the re-appointment(s) of Mr. Mukul Pathak (DIN: 00051534) as an Independent Director, w.e.f. July 2, 2020 for a tenure of 5 year.
- Iv. the reappointment of Mr. Nikhil Nanda (DIN: 00051501) as Managing Director of the Company for a period of 5 years w.e.f. July 2, 2020.
- Vv. the following alterations in the Memorandum of Association (MoA) of the Company:
- a) the existing authorized share capital of the Company is increased from Rs. 65,00,00,000/- (Rupees Sixty-five Crore only) divided into 6,50,00,000 (six Crore Fifty lakh) equity shares of Rs. 10/- to Rs. 70.00,00,000/- (Rupees seventy Crore only) divided into 7,00,00,000 (seven Crore) equity shares of Rs. 10/- each and clause V of MOA of the Company is substituted with the following clause: TQ | F i l 4 my | Registered Office : Trilokpur Road, Kheri (Kala-Amb), Tehsil-Nahan, Distt. Sirmour, Himachal Pradesh - 173030, INDIA

| MY | Tel. : +91-1702-302119/121/102 - Fax : +91-1702-302125

"The Authorized share Capital of the Company is Rs. 70,00,00,0007- (Rupees seventy Crore only) divided into 7,00,00,000 (seven Crore) equity shares of Rs. 10/- each with power to increase or decrease the capital, to divide the share in the capital for the time being, into several classes and to attach thereto respectively such preferential, deferred, qualified, or special rights, privileges or conditions, as may be determined by or in accordance with the regulations of the Company and to vary, modify or abrogate such rights, privileges or conditions in such manner as may, for the time being, be provided by the regulations of the Company and consolidate or subdivide these shares and issue shares of higher or lower denominations. "
- Clause tii (A) (main object Clause) of the MoA of the Company, altered for the purpose of exploring the possibilities to diversify the existing business of the Company into automobile parts of all kinds & descriptions and other engineering items and other related items for motor cars, motor truck, buses, tractors, vans, jeeps, lorries, motor launches, motor cycles, cycles and vehicles and conveyances of all kinds, by inserting the following new sub-clause numbered as iii(A)(c) after the existing sub-clauses (b) of the MoA of the Company:
"To manujacture, buy, sale, import, export , distribute and to deal in any other manner possible, in automobile parts of all kinds & descriptions (whether electronic or not), automotive and other gears, transmission axles, blades, Universal Joints, springs, spring leaves, head lamps, sealed beams, clutch facing and brake lining component parts, spare parts, accessories and fittings of all kinds for the said articles and things used in connection with the manufacture thereof, alloy springs, steel billets, flats and bars, pressed and ather engineering items and other related items for motor cars, motor truck, buses, tractors, vans, Jeeps, lorries, motor launches, motor cycles, cycles and vehicles and conveyances of all kinds."
Note: The directors appointed/reappointed are not debarred from holding the office of director pursuant to any SEBI order or any such authority. Enclosed herewith are the brief details of the Statutory Auditors and Directors as mentioned in above point no(s). 1, 2, 3 and 4 in Annexure A.
We request you to kindly take the same on record.
Thanking you, Yours sincerely,

Encl: as above
Annexure-A
| Annexure-AParticulars | M/s 8 N Dhawan & Co., Chartered Accountants |
|---|---|
| Reasonchangeforviz.appointment,resignation,removal, death or otherwise | (Firm Regn no. 000050N/N500045)Re- appointment |
| of appointmentDate&termof appointment | Re-appointed as Statutory Auditor for a period of five yearsw.e.f. the conclusion of the AGM held on August 8, 2020 tillthe conclusion of the 21"AnnualGeneralmeeting of theCompany to be held in year 2025. |
| Brief Profile | S. N. Dhawan & Co. LLP was established in1944 and hasover 76 years of experience in audit, advisory, tax and legalservice, The Firm is Registered with the ICAIhaving FirmRegistration No. 0000S50N/N500045, The Firm is registeredwiththeComptrollerandAuditorGeneralofIndiaandReserve Bank of India for conducting audits of large Public |
| SectorUndertakings&PublicSectorBanks.TheFirmisalso appointed as Statutory Auditors for many large IndianandInternationalcompanies.Currently,thefirmhas17Partners, 49 Qualified Chartered Accountants and 112 otherprofessional including article and support staff. | |
| Particulars | Mr. Rajagopal Chakarvarthi Venkateish |
| Reasonchangeforviz.appointment,resignation,removal, death or otherwise | Appointment |
| of appointmentDate&termof appointment | Appointed as an Independent Director w.e.f. June 23. 2020foratenureof 5yearsonsuchtermsandconditionsasmentioned in notice of AGM and approved by the membersof the Company. |
| Brief Profile | Mr.R.C.Venkateish,passoutfromIIT-Madras&IIMCalcutta, has over of 35+years of experience working acrossvaried sectors and is now the Founder of the Sports Channel,Lex Sportel Vision having office at Gurgaon, Haryana. |
| Disclosurerelationshipsofbetween directors | N.A |
| of appointmentDate&termof appointment | Re-appointed as Statutory Auditor for a period of five yearsw.e.f. the conclusion of the AGM held on August 8, 2020 tillthe conclusion of the 21"AnnualGeneralmeeting of theCompany to be held in year 2025. |
|---|---|
| Brief Profile | S. N. Dhawan & Co. LLP was established in1944 and hasover 76 years of experience in audit, advisory, tax and legalservice, The Firm is Registered with the ICAIhaving FirmRegistration No. 0000S50N/N500045, The Firm is registeredwiththeComptrollerandAuditorGeneralofIndiaandReserve Bank of India for conducting audits of large PublicSectorUndertakings&PublicSectorBanks.TheFirmisalso appointed as Statutory Auditors for many large IndianandInternationalcompanies.Currently,thefirmhas17Partners, 49 Qualified Chartered Accountants and 112 otherprofessional including article and support staff. |
| Particulars | Mr. Rajagopal Chakarvarthi Venkateish |
| Reasonchangeforviz.appointment,resignation,removal, death or otherwise | Appointment |
| of appointmentDate&termof appointment | Appointed as an Independent Director w.e.f. June 23. 2020foratenureof 5yearsonsuchtermsandconditionsasmentioned in notice of AGM and approved by the membersof the Company. |
| Brief Profile | Mr.R.C.Venkateish,passoutfromIIT-Madras&IIMCalcutta, has over of 35+years of experience working acrossvaried sectors and is now the Founder of the Sports Channel,Lex Sportel Vision having office at Gurgaon, Haryana. |
| Disclosurerelationshipsofbetween directors | N.A |
| Particulars | Mr. Kapil Minocha |
| Reasonchangeforviz.appointment,resignation,removal, death or otherwise | Appointment |
| Particulars | Mr. Kapil Minocha |
|---|---|
| Reasonchangeforviz.appointment,resignation,removal, death or otherwise | Appointment |
| of appointmentDate&termof appointment | Appointed as an Independent Director w.e.f. June 23, 2020tenureyearssuchtermsof 5andconditionsforonaasmentioned in notice of AGM and approved by the membersof the Company. |
| Brief Profilee ( | Mr. Kapil Minocha has over 2 decades of experience and has_completeassociatedbeencloselywithcycletheofInvestmentsrepatriationHecurrentlyandfunds.ofisCompaniesthe RevivalAdvisorassociated anastoJ |
| monitored by High Court. He is also established ConsultantsNCRGroupRealEstatesupportingtheandalsoininasMentor to the Start-up Companies and facilitators. | |
|---|---|
| Disclosurerelationshipsofbetween directors | NA |
| Particulars | Mr. Mukul Pathak |
| NCRGroupRealEstatesupportingtheandalsoininas | |
|---|---|
| Disclosurerelationshipsofbetween directors | Mentor to the Start-up Companies and facilitators.NA |
| Particulars | Mr. Mukul Pathak |
| Reasonchangeforviz.appointment,resignation,removal, death or otherwise | Re-appointment |
| of appointmentDate&termof appointment | Re- appointed as an Independent Director w.e.f. July 2, 2020foratenureof 5yearsonsuchtermsandconditionsasmentioned in notice of AGM and approved by the membersof the Company. |
| Brief Profile | Mr. Mukul Pathak has a rich experience of over 22 years inwide-rangingPathakpossessesexperienceteaching.Mr.aknowledge of Finance having been associated with theandreputed institutions over the years. |
| Disclosurerelationshipsof___ betweendirectors | N.A |
| Mr. Nikhil Nanda | |
| Particulars | |
| Reasonchange —forviz.appointment,resignation, | Re-appointment |
| removal, death or otherwiseof appointmentDate&termof appointment | Re- appointed as an Managing Director w.e.f. July 2, 2020conditionstenureyearssuchtermsandof 5onforasamentioned in notice of AGM and approved by the membersof the Company, |
| mentioned in notice of AGM and approved by the membersof the Company. | |
|---|---|
| Brief Profile | Mr. Mukul Pathak has a rich experience of over 22 years inwide-rangingPathakexperiencepossessesteaching.Mr.aknowledge of Finance having been associated with theandreputed institutions over the years. |
| Disclosurerelationshipsof___ betweendirectors | N.A |
| Particulars | Mr. Nikhil Nanda |
| Reasonchange —forviz.appointment,resignation,removal, death or otherwise | Re-appointment |
| of appointmentDate&termof appointment | Re- appointed as an Managing Director w.e.f. July 2, 2020conditionstenureyearssuchtermsandof 5onforasamentioned in notice of AGM and approved by the membersof the Company, |
| Brief Profile | Mr, Nikhil Nanda is a first-generation entrepreneur with over27 years of experience in the oral care industry. He holds adegree of Post Graduate diploma in Business management -Finance and marketing from FORE school of management,NewDelhi.HeisthevisionanddirectionbehindtheCompany in tune with the current market scenario, of beingaglobalvillageworkingandestablishingmanufacturingfacilities toservicetheworld.since1996,Mr.Nandahasbeenactivelyinvolvedintheday-to-dayactivitiesof hisfamily owned oralcare business,namely SSL, SOC(since2002) and JHE (since 2003) respectively. He has dealt withall the facets of thebusiness ever since the constitutionofproprietorship concerns to corporatization of the same.Hisachievement includes exploring international markets for theCompany'sgrowthandisleadsourceofproductdevelopment. |
| Disclosurerelationshipsofbetween directors | NA |