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Jindal Drilling & Industries Ltd. Regulatory Filings 2022

Mar 28, 2022

62129_rns_2022-03-28_f14e4728-0110-4a22-a3a5-71b18916320a.pdf

Regulatory Filings

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JINDAL DRILLING & INDUSTRIES LTD.

INTERIM CORPORATE OFFICE : PLOT NO.106, SECTOR-44, GURGAON-122 002 HARYANA (INDIA) TEL : +91-124-4624000, 2574326, 2575626¢ FAX : +91-124-2574327 E-mail : [email protected] Website : www.jindal.com CIN : L27201MH1983PLC233813

CORPORATE OFFICE : PLOT NO. 30, INSTITUTIONAL SECTOR-44, GURGAON-122 002 HARYANA (INDIA)

E-Communication

JDIL/SEC/SE/2021-22 March 28, 2022

BSE Limited National Stock Exchange of India Limited 25th Floor, P.J. Towers, Exchange Plaza, C-1, Block-G, Dalal Street, Mumbai-400001 Bandra - Kurla Complex, Bandra (E), Mumbai-400051

Security Code: 511034 Security Code: JINDRILL

Sub.: Result of Postal Ballot and Disclosure in terms of Regulation 44 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir/Madam,

Pursuant to provisions of Section 110 of the Companies Act, 2013 ('the Act"), read with the Companies (Management and Administration) Rules, 2014 (as amended from time to time) and other applicable provisions of the Act, the consent of the Members of the Company was sought through Postal Ballot for the matters as mentioned in the Postal Ballot Notice dated 24th February, 2022.

Mr. Ajit Kumar Mishra, Practicing Company Secretary was appointed as the Scrutiniser for conducting the Postal Ballot process in a fair and transparent manner. The last date for casting votes electronically through remote e-voting was 26th March, 2022. The Scrutiniser has submitted his report for the Postal Ballot for remote e-voting which is enclosed herewith and the result whereof is announced today, i.e. 28th March, 2022.

In terms of Regulation 44 (3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), please find enclosed herewith details of voting result for the Postal Ballot.

Pursuant to the aforesaid, following Ordinary Resolutions have been approved by the Members of the Company with requisite majority.

    1. Approval of material related party transactions with Virtue Drilling Pte. Ltd.
    1. Approval of material related party transactions with Maharashtra Seamless Limited.

Kindly also consider this as disclosure in terms of the provisions of Regulation 30 and other applicable provision of the SEBI Listing Regulations.

Thanking you,

Yours faithfully, For Jindal drilling and industries Limited

Pawan Kumar Rustagi CFO & Company Secretary

OPERATIONS OFFICE : 3RD FLOOR, KESHAVA BUILDING, BANDRA - KURLA COMPLEX, BANDRA (EAST), MUMBAI - 400 051 ms MEMBER TEL : +91-22-26592889, 26592892, 26592894 e FAX : +91-22-26592630 a REGD. OFFICE : PIPE NAGAR, VILLAGE- SUKELI , N.H. 17, B.K.G. ROAD, TALUKA ROHA, DISTT. RAIGAD - 402126 ( MAHARASHTRA ) TEL : +91-02194-238511, 238512, 238567, 238569 ¢ FAX : +91-02194-238513 MEMBER : INTERNATIONAL ASSOCIATION OF DRILLING CONTRACTORS, HOUSTON, TEXAS, USA

Ajit Mishra & Associates

COMPANY SECRETARIES

182-Shubham, Pocket-4, Sector-12, Dwarka, New Delhi-110075 Mob.: +91-9310144664, E-mail : [email protected]

To,

The Chairman, Jindal Drilling and Industries Limited Pipe Nagar, Village- Sukeli N.H. -17, BKG Road, Taluka Roha Dist. Raigad, Maharashtra,

Dear Sir,

Subject: Report of Scrutinizer on passing of Ordinary Resolutions through Postal Ballot (Remote e-voting)

|Ajit Kumar Mishra, Proprietor of Ajit Mishra & Associates, Practicing Company Secretaries, having an office at 225 Vardhman Bahenhof Plaza, Pocket-7, Sector-12 Dwarka, New Delhi-110075, pleased to present the report of postal ballot conducted by Jindal Drilling and Industries Limited (CIN- L27201MH1983PLC233813) seeking consent of its members for the Ordinary Resolutions as contained in the Notice of Postal Ballot dated 24" February, 2022.

  1. In terms of provisions of Section 110 of the Companies Act, 2013 read with Companies (Management and Administration) Rules, 2014, | was appointed as the Scrutinizer by the Company on 2" February, 2022 to conduct the Postal Ballot as contained in the Notice dated 24" February, 2022.

  2. In terms of Sections 110 and 108 of the Companies Act, 2013, and all other applicable provisions, if any, of the Act read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, General Circular No. 14/ 2020 dated 8" April, 2020, General Circular No. 17/ 2020 dated 13* April, 2020, General Circular No. 22/ 2020 dated 15** June, 2020, General Circular No. 33/ 2020 dated 28" September, 2020, General Circular No. 39/2020 dated 31°t December, 2020 and General Circular No. 10/2021 dated 23 June, 2021 and General Circular No. 20/2021 Dated 8 December, 2021 respectively (collectively referred to as "MCA circulars"), in relation to "Clarification on passing of ordinary and special resolutions by companies under the Companies Act, 2013 and the rules made thereunder on account of the threat posed by COVID - 19" issued by the Ministry of Corporate Affairs, Government of India; Members' approval was sought for the following:

Item No. 1: Approval of material Related Party Transactions with Virtue Drilling Pte. Ltd Item No. 2: Approval of material Related Party Transactions with Maharashtra Seamless Limited

  1. The Company has informed that, on the basis of the Register of Members and the List of Beneficial Owners made available by the Depositories viz., National Securities D itory Limited (NSDL) and Central Depository Services (India) Limited (CDSL), as on id

February, 2022 ("the cut-off date"), the Company completed dispatch of the Notice of Postal Ballot by E-Mail on 24" February, 2022, to 17981 Members who had registered their email ids with the Company / Depositories.

  1. In terms of the aforesaid Notice, Members were required to convey their assent or dissent, through remote e-voting system, on e-voting platform provided by National Securities Depository Limited from Friday, February 25, 2022 (9:00 a.m. IST) to Saturday, March 26, 2022 (5:00 p.m. IST).

  2. Total 161 Members had cast their votes on the remote e-voting platform till 5:00 p.m, (IST) on Saturday, March 26, 2022.

  3. The votes cast through the e-voting process (remote e-voting) were unblocked on, Saturday, March 26, 2022 at around 5:20 p.m. (IST) in the presence of two witnesses viz., Ms. Rashi Saklani and Mr. D. P. Gupta who are not in the employment of the Company.

  4. Members' demographic details, their voting rights and voting pattern were provided by National Securities Depository Limited.

  5. After the scrutiny of the remote e-voting result, | report that the Ordinary Resolutions as contained in the Notice of Postal Ballot dated 24" February, 2022 have been passed with Requisite Majority.

We have annexed with this report, the details of the Postal Ballot through remote e-voting and the analysis of the result of the Ordinary Resolutions as contained in the said Notice.

Proprietor FCS-9703, COP-20737

UDIN: F009703C003205577 Place: New Delhi Date: March 28, 2022.

Encl. as above

Annexure Details of the Postal Ballot through Remote E-voting

Annexure
Details of the Postal Ballot through Remote E-voting
Ordinary Resolution Ordinary Resolution
Remote e-voting
A
Item No-1 Item No-2
Number of Member
1
voted
161 161
Abstained
2
0 0
Total valid votes 161 161
RESULTS OF POSTAL BALLOT
Resolution No. 1:
Resolution Required: (Ordinary) Approval of material related
Pte. Ltd.
party transactions with Virtue Drilling

RESULTS OF POSTAL BALLOT

Resolution No. 1:

Annexure
Details of the Postal Ballot through Remote E-voting
A Remote e-voting Ordinary Resolution Ordinary Resolution
Item No-1 Item No-2
1 Number of Member
voted
161 161
2 Abstained 0 0
Total valid votes 161 161
Resolution No. 1: Resolution Required: (Ordinary) Pte. Ltd. RESULTS OF POSTAL BALLOT
Approval of material related
party transactions with Virtue Drilling
interested
are
resolution?
Whether promoter / promoter group Yes
the
in
agenda
/
Category Mode of
Voting
No. of
Shares
held
No.of
valid
votes
polled
%ofVotes
Polled on votes —in
outstanding}
shares
No. of
favour
No. of
votes-
% of
votes in
against favouron against
votes
polled
% of
Votes
on
votes
polled
Promoter
and
Promoter
group
Voting Remote E- 19539152 3691575 18.8932 3691575 0 100.0000 0.0000
Public-
Institutions Voting
Remote E- 139399 91337 65.5220 91337 0 100.0000 0
Public-
Non-
Institutions
Remote E- 9302553
Voting
3307644 35.5563 769568 2538076 23.2663 76.7337
TOTAL 28981104 7090556 24.4661 4552480 2538076 64.2048 35.7952

Invalid votes: NIL

Result: The resolution is passed with requisite majority.

Resolution No. 2:

Resolution No. 2:
Resolution Required: (Ordinary)
Approval
Seamless Limited.
material
of
party
related
transactions with Maharashtra
interested
are
resolution?
the
in
Whether promoter / promoter group Yes
agenda
/
Category Mode of
Voting
No. of
Shares
held
valid
votes
polled
No. of % of Votes
Polled on
outstanding
shares
'No. of
votes —in
favour
No. of
votes-
% of
votes in
against favouron
votes
polled
% of
Votes
against
on
votes
polled
Promoter
and
Promoter
group
Remote
E-Voting
19539152 3691575 18.8932 3691575 0 100.0000 0.0000
Public-
Institutions E-Voting
Remote 139399 91337 65.5220 91337 0 100.0000 0 7
Public-
Non-
Institutions
Remote
E-Voting
9302553 3307644 35.5563 769568 2538076 23.2663
2538076 64.2048 35.7952.
76.7337

Invalid votes: NIL

Result: The resolution is passed with requisite majority.

Based on the aforesaid result, | report that, the Ordinary Resolutions at Item No.1 and item No 2 as contained in the Notice of Postal Ballot dated 24" February, 2022 have been passed with Requisite Majority.

For Ajit Mishra & Associates Company Secretaries,

(Ajit Mishra) Proprietor FCS-9703, COP-20737

Wize

UDIN: F009703C003205577 Place: New Delhi Date: March 28, 2022.

Counter signed by: - For Jindal Drilling & Ind Chairperson / Authori3 2

Resolution No. 1:

Resolution No. 1:
Resolution Required: (Ordinary) Ltd. Approval of material related party transactions with Virtue Drilling Pte.
interested
are
Whether promoter / promoter group Yes
the
in
agenda
/
resolution?
Category Mode of
Voting
No. of
Shares
No. of % of Votes
valid votes Polledon votes—in
No. of No. of
votes-
% of
votes in
% of
Votes
held polled outstanding favour against favouron against
shares votes on
polled votes
polled
Promoter Remote E- 19539152 3691575 18.8932 3691575 0 100 0
and Voting
Promoter
group
Public- Remote E- 139399 91337 65.5220 91337 0 100 0
Institutions Voting
Institutions Voting Public- Non Remote E- 9302553 3307644 35.5563 769568 2538076 23.26 76.7337
TOTAL 28981104 7090556 24.4661 4552480 2538076 64.2048 35.7952

Invalid votes: NIL

Result: The resolution is passed with requisite majority.

Resolution No. 2:

Resolution No. 2:
Resolution Required: (Ordinary) Maharashtra
Approval
transactions
material
related
party
with
of
Seamless Limited.
interested
are
Whether promoter / promoter group Yes
the
in
agenda
/
resolution?
Category
Mode of % of Votes
Voting No. of
Shares
No. of valid votes Polledon votes—in No. of No. of
votes-
% of
votes in
% of
Votes
held polled outstanding
shares
favour against favouron against
votes
on
polled votes
polled
Promoter Remote E- 19539152 3691575 18.8932 3691575 0 100 0.
and
Promoter
Voting
group
Public-
Institutions Voting
Remote E- 139399 91337 65.5220 91337 0 100 0
Institutions Voting Public- Non Remote E- 9302553 3307644 35.5563 769568 2538076 23.2663 76.7337

Invalid votes: NIL

Result: The resolution is passed with requisite majority.