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JUPITER WAGONS LIMITED AGM Information 2018

Sep 28, 2018

60673_rns_2018-09-28_9e9bab5b-5aea-40d5-bd04-b8a2223bc884.pdf

AGM Information

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Commercial Engineers & Body Builders Co. Limited

AN ISO/TS 16949:2009 Company CIN-L24231UP1979PLC004837

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Regd. Office : 84/105-A, G.T. Road, Kanpur Mahanagar, Kanpur - 208003 (U.P.) INDIA Email Id – [email protected] Head Office : 48, Vandana Vihaar, Narmada Road, Gorakhpur, Jabalpur (M.P.) Website – www.cebbco.com

28.09.2018

To, The Secretary, BSE Limited, 25[th] Floor, P J Towers, Dalal Street, MUMBAI – 400 001 Fax No.022 2272 2039/022 2272 2041

The Secretary National Stock Exchange of India Ltd Exchange Plaza, 5[th] Floor, Plot No C/1 G Block, Bandra Kurla Complex, Bandra (East) Mumbai 400 051 Fax No. 022-2659 8237/38, 66418124/25/26

Sub: Outcome of the 38[th] Annual General Meeting held on September 28[th] , 2018 {Scrip code: 533272/CEBBCO EQ}

Dear Sir,

Sub: - Outcome of the 38[th] Annual General Meeting of the Members of the Company held on 28[th] September, 2018.

Scrip code: 533272(BSE)/CEBBCO EQ(NSE)

Dear Sir/Madam,

This is to inform you that the 38[th] Annual General Meeting (AGM) of the Company has been duly convened and held on Friday, September 28[th] , 2018 at Stock Exchange Auditorium, U P Stock Exchange Building, Padam Towers, Civil Lines, Kanpur-208003 (U.P.)

Please note that pursuant to regulation 44 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements), Regulation, 2015, and the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rule, 2014, as amended, the Company had extended e-voting facility to the Members of the Company in respect of business transacted at the 38[th] AGM through remote e-voting and voting at the AGM through Poll by using ballot paper. The remote e-voting commenced on Tuesday 25[th] , September, 2018 (10.00 A.M.) and ended on Thursday, 27[th] September, 2018, (5.00 P.M.). Shri S.K. Gupta (FCS-2589) and Ms. Divya Saxena (FCS-5639), Practicing Company Secretaries and Partners, M/s. S.K. Gupta & Co., Company Secretaries were appointed as Scrutinizer for e-voting and poll process.

Factory (Unit I) : 21,22,33,34, Industrial Area Richhai, Jabalpur - 482010 M.P., Tel. +91-761-233 0817 / 872, Fax : 0761-2331488 Factory (Unit II) : NH12-A, Village Udaipura, Teh. Niwas, Distt. Mandla - 481661 M.P., Tel. +91-7643-227403, 227389 Factory (Unit III) : Plot No. 690 to 693 & 751 to 756, Sector III, Industrial Area, Pithampur, Distt. Dhar, Tel. - 07292-407981 Factory (Unit IV) : Industrial Area Richhai, Jabalpur - 482010 M.P. Factory (Unit V) : Plot No. 742, Asangi Phase Area, Saraikela, Jharkhand - 932109 Tel. 0657-2200251 / 252 Factory (Unit VI) : Village Imlai, Near Deori Railway Station, P.O. Panagar, Jabalpur - 483220

Commercial Engineers & Body Builders Co. Limited

AN ISO/TS 16949:2009 Company CIN-L24231UP1979PLC004837

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Regd. Office : 84/105-A, G.T. Road, Kanpur Mahanagar, Kanpur - 208003 (U.P.) INDIA Email Id – [email protected] Head Office : 48, Vandana Vihaar, Narmada Road, Gorakhpur, Jabalpur (M.P.) Website – www.cebbco.com

All the resolution set forth in the Notice dated 28[th] August 2018 convening the said AGM were considered by the Member of the Company. A copy of the proceeding of the AGM in terms of Regulation 30 Part A of Schedule III of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements), Regulation, 2015 Agreement has been annexed hereunder. Further Voting results in the format prescribed under Regulation 44 (3) Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements), Regulation, 2015 and Consolidated Scrutinizer’s Report shall be submitted to the Exchange within stipulated time.

The same is for information and records.

Thanking you,

Yours faithfully,

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Factory (Unit I) : 21,22,33,34, Industrial Area Richhai, Jabalpur - 482010 M.P., Tel. +91-761-233 0817 / 872, Fax : 0761-2331488 Factory (Unit II) : NH12-A, Village Udaipura, Teh. Niwas, Distt. Mandla - 481661 M.P., Tel. +91-7643-227403, 227389 Factory (Unit III) : Plot No. 690 to 693 & 751 to 756, Sector III, Industrial Area, Pithampur, Distt. Dhar, Tel. - 07292-407981 Factory (Unit IV) : Industrial Area Richhai, Jabalpur - 482010 M.P. Factory (Unit V) : Plot No. 742, Asangi Phase Area, Saraikela, Jharkhand - 932109 Tel. 0657-2200251 / 252 Factory (Unit VI) : Village Imlai, Near Deori Railway Station, P.O. Panagar, Jabalpur - 483220

Commercial Engineers & Body Builders Co. Limited

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AN ISO/TS 16949:2009 Company CIN-L24231UP1979PLC004837

Regd. Office : 84/105-A, G.T. Road, Kanpur Mahanagar, Kanpur - 208003 (U.P.) INDIA Email Id – [email protected] Head Office : 48, Vandana Vihaar, Narmada Road, Gorakhpur, Jabalpur (M.P.) Website – www.cebbco.com

Annexure - Proceedings of the meeting Under Regulation 30 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements), Regulation, 2015

  1. Chairman- Mr. Abhishek Jaiswal, took the Chair and presided over the Meeting.

  2. Quorum - Mr. Amit K Jain, Company Secretary confirmed that requisite Quorum is present and thereafter Chairman declared the meeting to order. Quorum was present throughout the Meeting.

  3. Welcome address by Chairman – Chairman welcomed the Shareholders to the 38[th] Annual General Meeting of the Company and delivered his speech.

  4. Introduction of Dignitaries on the dias - Mr. Abhishek Jaiswal Chairman introduced the other Executives sitting on the dias.

  5. Chairman’s Speech – Mr. Abhishek Jaiswal Addressed the Shareholders.

  6. Inspection of Statutory records and Registers - He also informed the members that the Register of Directors’ Shareholding and other statutory registers and documents were available for inspection.

  7. Notice of the Meeting –With the consent of members, the Notice of the meeting as circulated earlier was taken as read. The Chairman also suggested that the Balance Sheet as at 31[st] March, 2018 and Profit & Loss account for the year ended on that date be taken as read.

  8. Auditors’ Report – The Chairman informed that the Auditors’ Report did not contain any qualifications ,observations or adverse or comments having adverse effect on the functioning of the Company as such the same was not required to be read out .

  9. Secretarial Auditors’ Report – The Chairman informed that the Secretarial Auditors’ Report did not contain any qualifications, observations or adverse or comments as such the same was not required to be read out except women director and constitution of NRC Committee.

  10. Formal Agenda items – Chairman thereafter moved to the formal agenda items covered in the Notice of the meeting. Chairman briefed the shareholders that the Company had extended e- voting facility to the Members of the Company in respect of business transacted at the 38[th] AGM through remote e-voting and voting at the AGM through Poll by using ballot paper. The remote e- voting commenced on Tuesday 25[th] September, 2018 (10.00 A.M.) and ended on Friday, 27[th] September, 2018, (5.00 P.M.) Shri S.K. Gupta (FCS-2589) and Ms. Divya Saxena (FCS-5639),

Factory (Unit I) : 21,22,33,34, Industrial Area Richhai, Jabalpur - 482010 M.P., Tel. +91-761-233 0817 / 872, Fax : 0761-2331488 Factory (Unit II) : NH12-A, Village Udaipura, Teh. Niwas, Distt. Mandla - 481661 M.P., Tel. +91-7643-227403, 227389 Factory (Unit III) : Plot No. 690 to 693 & 751 to 756, Sector III, Industrial Area, Pithampur, Distt. Dhar, Tel. - 07292-407981 Factory (Unit IV) : Industrial Area Richhai, Jabalpur - 482010 M.P. Factory (Unit V) : Plot No. 742, Asangi Phase Area, Saraikela, Jharkhand - 932109 Tel. 0657-2200251 / 252 Factory (Unit VI) : Village Imlai, Near Deori Railway Station, P.O. Panagar, Jabalpur - 483220

Commercial Engineers & Body Builders Co. Limited

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AN ISO/TS 16949:2009 Company CIN-L24231UP1979PLC004837

Regd. Office : 84/105-A, G.T. Road, Kanpur Mahanagar, Kanpur - 208003 (U.P.) INDIA Email Id – [email protected] Head Office : 48, Vandana Vihaar, Narmada Road, Gorakhpur, Jabalpur (M.P.) Website – www.cebbco.com

Practicing Company Secretaries and Partners, M/s. S.K. Gupta & Co., Company Secretaries were appointed as Scrutinizer for e-voting and poll process. The results of Voting will be declared and intimated within 48 hours of conclusion of AGM.

  1. Open house for questions – Chairman thereafter asked that the Members may put in their Questions relating to accounts and affairs of the Company. None of the members raised any question.

  2. The Chairman thereafter informed the members that the resolutions contained in the notice of AGM will be put to vote by way of poll at this meeting in accordance with the provisions of Section 109 of the Companies Act, 2013. Chairman further informed that the shareholders who have already casted there vote through e-voting facility will not be eligible to cast their vote through poll at the meeting.

  3. Following business was transacted in the meeting.

No Item No. Resolution
Required
Ordinary/ Special
Mode of Voting (Show
of Hands/ Poll/ Postal
Ballot/ E-Voting)
1. To receive, consider and adopt the
audited Financial Statements of the
Company for the financial year
ended March 31, 2018 and the
reports of the board of directors
and auditors thereon.
Ordinary E-Voting, Ballot & Poll
2 To ratify the appointment of
auditors
and
to
fix
their
remuneration.
Ordinary E-Voting, Ballot & Poll
3. Appointment
of
Mr.
Abhishek
Jaiswal as Director / Chief Executive
Officer
Ordinary E-Voting, Ballot & Poll
4. Appointment / Re-Designation of
Mr. Abhishek Jaiswal as Whole Time
Director and Chief Executive Officer
Ordinary E-Voting, Ballot & Poll
5. Appointment
of
Ms.
Vineeta
Shriwani
as
Non-Executive
Independent Director
Ordinary E-Voting, Ballot & Poll

All the Resolutions were thereafter proposed and seconded by members.

Factory (Unit I) : 21,22,33,34, Industrial Area Richhai, Jabalpur - 482010 M.P., Tel. +91-761-233 0817 / 872, Fax : 0761-2331488 Factory (Unit II) : NH12-A, Village Udaipura, Teh. Niwas, Distt. Mandla - 481661 M.P., Tel. +91-7643-227403, 227389 Factory (Unit III) : Plot No. 690 to 693 & 751 to 756, Sector III, Industrial Area, Pithampur, Distt. Dhar, Tel. - 07292-407981 Factory (Unit IV) : Industrial Area Richhai, Jabalpur - 482010 M.P. Factory (Unit V) : Plot No. 742, Asangi Phase Area, Saraikela, Jharkhand - 932109 Tel. 0657-2200251 / 252 Factory (Unit VI) : Village Imlai, Near Deori Railway Station, P.O. Panagar, Jabalpur - 483220

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Commercial Engineers & Body Builders Co. Limited

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==> picture [58 x 6] intentionally omitted <==

----- Start of picture text -----

…bodies in motion …
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AN ISO/TS 16949:2009 Company CIN-L24231UP1979PLC004837

Regd. Office : 84/105-A, G.T. Road, Kanpur Mahanagar, Kanpur - 208003 (U.P.) INDIA Email Id – [email protected] Head Office : 48, Vandana Vihaar, Narmada Road, Gorakhpur, Jabalpur (M.P.) Website – www.cebbco.com

  1. The Chairman thereafter announced the poll to be taken on each item of business and appointed Mr. S. K. Gupta, Practicing Company Secretary and Mr. Rakesh Jain, shareholder as Scrutinizers to conduct the poll process.

  2. Declaration of Results – Chairman further informed that Voting Results in the format prescribed under Regulation 44 (3) Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements), Regulation, 2015 and Consolidated Scrutinizer’s Report shall be submitted to the Exchange within stipulated time that is within 48 hours of the conclusion of the Annual General Meeting and will also be available on the Companies Websites www.cebbco.com and on the website of http://evoting.karvy.com for information of all concerned.

  3. Closure of the Meeting –The meeting was thereafter declared as concluded by the Chairman. Since the business to transact at the meeting is completed, Chairman declared the meeting as concluded at 5.00 pm.

  4. Vote of thanks – Mr. Amit K Jain, Chief Finance Officer / Company Secretary proposed a vote of thanks to the Chairman.

Factory (Unit I) : 21,22,33,34, Industrial Area Richhai, Jabalpur - 482010 M.P., Tel. +91-761-233 0817 / 872, Fax : 0761-2331488 Factory (Unit II) : NH12-A, Village Udaipura, Teh. Niwas, Distt. Mandla - 481661 M.P., Tel. +91-7643-227403, 227389 Factory (Unit III) : Plot No. 690 to 693 & 751 to 756, Sector III, Industrial Area, Pithampur, Distt. Dhar, Tel. - 07292-407981 Factory (Unit IV) : Industrial Area Richhai, Jabalpur - 482010 M.P. Factory (Unit V) : Plot No. 742, Asangi Phase Area, Saraikela, Jharkhand - 932109 Tel. 0657-2200251 / 252 Factory (Unit VI) : Village Imlai, Near Deori Railway Station, P.O. Panagar, Jabalpur - 483220