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Laurus Labs Limited — Proxy Solicitation & Information Statement 2023
Feb 6, 2023
62639_rns_2023-02-06_c68e55e7-f12e-467d-b8c4-a64a249e9eaf.pdf
Proxy Solicitation & Information Statement
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February 06, 2023
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To To The Corporate Relations Department The Listing Department BSE Limited National Stock Exchange of India Limited Phiroz Jeejeebhoy Towers, 25[th] Floor, Exchange Plaza, Dalal Street Bandra Kurla Complex, Bandra (East) Mumbai – 400001 Mumbai – 400 051 Code: 540222 Code: LAURUSLABS
Dear Sirs,
Sub: Postal Ballot Notice – Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Pursuant to Regulation 30 of SEBI (LODR) Regulations, 2015, please find enclosed the Postal Ballot Notice seeking approval of members of the Company, through remote e-voting as Special Resolution to approve the re-appointment of Dr. Chunduru Venkata Lakshmana Rao (DIN 06885453) as Executive Director of the Company for further period of 5 years from March 08, 2023.
The Postal Ballot Notice will also be made available on the Company’s website at www.lauruslabs.com and NSDL website at www.evoting.nsdl.com
In compliance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “LODR Regulations”) and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder, the manner of voting on the proposed resolution is restricted only to e-voting i.e., by casting votes electronically. In compliance with the MCA Circulars, the postal ballot notice and instructions for e-voting are being sent only through electronic mode to those Members whose email addresses are registered with the Company/depository participant(s). The Company has engaged the services of National Securities Depository Limited (‘NSDL’) for the purpose of providing remote e-voting facility to its Members.
The particulars of Postal Ballot are as follows:
| **The particulars of Postal Ballot are as follows: ** | |
|---|---|
| Benpos Date for SendingNotice & Cut-off Date | February03,2023 |
| Remote e-voting start date and time | Wednesday, February 08, 2023 at 09.00 A.M. (IST) |
| Remote e-voting end date and time | Thursday, March 09, 2023 at 05.00 P.M. (IST) |
| Website of NSDL for remote e-voting | https://www.evoting.nsdl.com/ |
| Website for registration in IDeAS Portal for Individual shareholders holdingdemat with NSDL for remote e-voting |
https://eservices.nsdl.com/SecureWeb/IdeasDire ctReg.jsp |
| Website for registration in Easi/Easiest Portal for Individual shareholders holdingdemat with CDSL for remote e-voting |
https://web.cdslindia.com/myeasi/Registration/E asiRegistration |
This is for your information and records.
Thanking you, Yours sincerely,
For Laurus Labs Limited
VENKATESWAR Digitally signed by VENKATESWAR REDDY GOGIREDDY REDDY GOGIREDDY Date: 2023.02.06 10:44:46 +05'30'
G. Venkateswar Reddy
Company Secretary
Encl: As above
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Laurus Labs Limited CIN : L24239AP2005PLC047518
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Regd. Office: Laurus Enclave, Plot Office 01, E.Bonangi Village, Parawada Mandal, Anakapalli District, Andhra Pradesh – 531021 (as approved by the Board on January 30, 2023) Corp. Office: 2[nd] Floor, Serene Chambers, Road No.7, Banjara Hills, Hyderabad, Telangana – 500 034
POSTAL BALLOT NOTICE
(Pursuant to Section 110 of the Companies Act, 2013 read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014)
| Voting Start Date & Time | Voting End Date & Time |
|---|---|
| Wednesday, February 08, 2023 at09.00A.M. (IST) |
Thursday, March 09, 2023 at05.00P.M. (IST) |
NOTICE is hereby given pursuant to the provisions of Section 110, and other applicable provisions of the Companies Act, 2013, as amended (the “Act”), read together with the Companies (Management and Administration) Rules, 2014, as amended (the “Management Rules”), General Circular Nos. 14/2020 dated April, 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021, 3/2022 dated May 5, 2022 and 10/2022 dated December 28, 2022, issued by the Ministry of Corporate Affairs, Government of India (the “MCA Circulars”), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India and any other applicable law, rules and regulations (including any statutory modification(s) or reenactment(s) thereof, for the time being in force), that the resolution appended below is proposed to be passed by the members of the Company (as on the Cut-off Date) (“Members”), through postal ballot (the “Postal Ballot”) only by way of remote e-voting (“e-voting”) process.
Pursuant to Section 102 and Section 110 and other applicable provisions of the Act, the statement pertaining to the said Resolutions setting out the material facts and the reasons/ rationale thereof are annexed and forms part of this Postal Ballot Notice (‘Notice’).
In compliance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “LODR Regulations”) and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder, the manner of voting on the proposed resolution is restricted only to e-voting i.e., by casting votes electronically. In compliance with the MCA Circulars, the postal ballot notice and instructions for e-voting are being sent only through electronic mode to those Members whose email addresses are registered with the Company/depository participant(s). The Company has engaged the services of National Securities Depository Limited (‘NSDL’) for the purpose of providing remote e-voting facility to its Members. The instructions for remote e-voting are appended to this Notice.
The Board has appointed M/s. RPR & Associates, (Membership No. FCS 5783) (CP No. 5360) Practicing Company Secretaries, as the scrutinizer (“Scrutinizer”) for conducting the postal ballot through e-voting process in a fair and transparent manner.
Members are requested to read the instructions in the ‘Notes’ of this postal ballot notice for casting their vote electronically. The Votes can be casted from February 08, 2023 at 09.00
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A.M. (IST) to March 09, 2023 at 05.00 P.M. (IST). The Scrutinizer will submit his report to the Chairman of the Company or any other person duly authorized by him, after completion of the e-voting. The Scrutinizer’s decision on the validity of votes cast will be final. The results shall be declared on or before Saturday, March 11, 2023, and communicated to the Stock Exchanges, Depositories and RTA. The results will also be displayed on the Company’s website www.lauruslabs.com.
SPECIAL BUSINESS:
1. RE-APPOINTMENT OF DR. VENKATA LAKSHMANA RAO CHUNDURU (DIN 06885453) AS EXECUTIVE DIRECTOR OF THE COMPANY
To consider and, if thought fit, to pass the following resolution with or without modifications, as Special Resolution:
“RESOLVED THAT pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors of the Company and in accordance with sections 196, 197, 198, 203 and all other applicable provisions of the Companies Act 2013 (“the Act”) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification or reenactment thereof for the time being in force) read with Schedule V to the Act, as amended from time to time, and pursuant to Regulation 17(6)(e) of SEBI (LODR) Regulations, 2015, consent of the Company be and is hereby accorded for the re-appointment of Dr.Venkata Lakshmana Rao Chunduru, having Director Identification Number 06885453, as Executive Director of the Company, whose office will be liable to determination by retirement by rotation, for a period of five (05) years effective from March 08, 2023 up to March 07, 2028 on the following remuneration terms and conditions:
(a) Salary:
The Executive Director’s aggregate salary shall be Rs. 2,42,00,000 (Rupees Two Crores Forty Two Lakhs only) per annum payable in 12 (twelve) monthly instalments ( “Annual Salary” ). The aforesaid salary shall be subject to deductions for income tax, contributions to provident fund, gratuity fund or superannuation fund and all other statutory deductions required to be made by the Company in accordance with applicable Laws. The Annual Salary shall stand increased by 10% every financial year (effective from 1st April of each year and the first due date for such increment shall be 1[st] April 2023).
(b) Business Expenses:
The Executive Director shall be reimbursed by the Company for all reasonable out of pocket expenses incurred pertaining to or in connection with the performance of his duties under this Agreement in line with the Company’s expenses policy. In the event, the Executive Director is required to travel, whether within India or abroad in relation to the obligations imposed on the Executive Director, such travel shall be in accordance with
the Company travel policy.
(c) Annual Bonus:
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(i) The Company shall pay the Executive Director a bonus of such amount as may be determined in accordance with (ii) below, based upon achievement of performance criteria in respect of each completed financial year with effect from April 1, 2023. For the sake of clarity, this section (c) shall also be applicable for the period from 8[th] March 2023 to 31[st] March 2023.
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(ii) For every financial year, the Executive Director shall be eligible to receive a bonus (which shall be paid immediately upon the Board approving the audited accounts of the Company for the corresponding financial year) based upon the Company’s achievement of the consolidated EBITDA projection for a financial year (on the basis that the consolidated noninterest financial charges are deducted while calculating the consolidated EBITDA and any EBITDA from acquisitions during the year be excluded, if it is so included in the consolidated EBITDA) (“ Target ”) in the following manner:
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(A) Less than 75% of the Target = zero bonus;
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(B) 75% or more of the Target = bonus equal to the percentage of the Target achieved multiplied by the 50% of Annual Salary (as increased on a yearly basis),
(d) Leave entitlement
During the Term, the Executive Director shall be entitled (in addition to the usual public and bank holidays) to 20 (twenty) calendar days’ of paid leave in each year as per the Company policy.
- (e) Benefits
The Executive Director shall be entitled to participate, along with the other employees of the Company, in any of the employee benefit and compensation plans, whether statutory or otherwise, as may be generally available to employees of the Company including car, leave travel allowance, gratuity, medical, health, insurance plans but excluding employee stock option plans. The Executive Director shall be provided with one recognized club membership of his choice for himself and his family at Hyderabad and the Executive Director shall inform the Board of his choice.”
“RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) and / or Company Secretary of the Company, be and are hereby authorised to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”
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By order of the Board Laurus Labs Limited
G. Venkateswar Reddy Company Secretary
Regd. Office:
Laurus Enclave, Plot Office 01, E. Bonangi Village, Parawada Mandal, Anakapalli District, Andhra Pradesh – 531021 E-mail:[email protected]
Place: Hyderabad
Date: January 30, 2023
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Notes:
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The relevant Statement pursuant to the provisions of Section 102 of the Companies Act, 2013 (‘Act’) read with Section 110 of the Act and Rule 22 of the Companies (Management and Administration) Rules, 2014 (‘Rules’), each as amended, setting out the material facts relating to the aforesaid Resolution and the reasons thereof is annexed hereto and forms part of this Notice.
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The Company is sending this Notice to those Members, whose names appear in the Register of Members/List of Beneficial Owners as received from the Depositories/the Company’s Registrars and Transfer Agent (‘RTA’) as on Friday, February 03, 2023 (‘Cut-Off Date’). The voting rights of the Members shall be in proportion to their share of the paid-up equity share capital of the Company as on the Cut-Off Date i.e., Friday, February 03, 2023.
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The Resolution passed by the members through postal ballot is deemed to have been passed as if it is passed at a General Meeting of the Members.
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The vote in this Postal Ballot cannot be exercised through proxy.
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All the material documents referred to in the explanatory statement will be available for inspection at the Registered Office of the Company during office hours on all working days from the date of dispatch until the last date for receipt of votes e-voting. Alternately, Members may also send their requests to [email protected] from their registered e-mail addresses mentioning their names, folio numbers, DP ID and Client ID during the voting period of the postal ballot.
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Members may download the Notice from the Company’s website at www.lauruslabs.com or from NSDL’s website at www.evoting.nsdl.com . A copy of the Notice is also available on the website of BSE at www.bseindia.com and NSE at www.nseindia.com
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In compliance with the provisions of Section 108 and Section 110 of the Act read with Rule 20 and 22 of the Rules, Regulation 44 of the SEBI Listing Regulations, and SS-2, the Company is pleased to provide remote e-voting facility to its Members, to enable them to cast their votes electronically. The detailed procedure with respect to remote e-voting is mentioned in this Notice.
Instructions for members for remote e-Voting
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In compliance with provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended and as per the requirements of the SEBI (LODR) Regulations 2015, your Company is pleased to provide members facility to exercise their right to vote by electronic means and the business may be transacted through e-Voting Services provided by M/s. National Securities Depository Limited.
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The remote e-voting period begins on February 08, 2023 at 09:00 A.M. and ends on March 09, 2023 at 05:00 P.M. and the remote e-voting module shall be disabled by NSDL for voting thereafter.
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The Instructions for remote voting are as under:
- How do I vote electronically using NSDL e Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
- Step 1: Access to NSDL e Voting system
- A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode:
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In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
| Type of shareholders | Login Method |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. |
(i) ExistingIDeASuser can visit the e-Services website of NSDL Viz.https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner”icon under“Login” which is available under‘IDeAS’section , this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on“Access to e-Voting”under e-Voting services and you will be able to see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period. (ii) If you are not registered for IDeAS e-Services, option to register is available athttps://eservices.nsdl.com. Select “Register Online for IDeAS Portal”or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp (iii)Visit the e-Voting website of NSDL. Open web browser by typing the following URL:https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name ore-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. (iv) Shareholders/Members can also download NSDL Mobile |
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App “ NSDL Speede ” facility by scanning the QR code mentioned below for seamless voting experience.
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Individual 1. Existing users who have opted for Easi / Easiest, they can Shareholders holding login through their user id and password. Option will be securities in demat made available to reach e-Voting page without any further
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mode with CDSL authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or www.cdslindia.com and click on New System Myeasi.
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After successful login of Easi/Easiest the user will be also able to see the E Voting Menu. The Menu will have links of e-Voting service provider i.e. NSDL. Click on NSDL to cast your vote.
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If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.com/myeasi/Registration/EasiRegistra tion
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Alternatively, the user can directly access e-Voting page by providing demat Account Number and PAN No. from a link in www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the demat Account. After successful authentication, user will be provided links for the respective ESP i.e. NSDL where the e-Voting is in progress.
| Individual Shareholders (holding securities in demat mode) login through their depository participants |
You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period. |
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
| Login type | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at toll free no.: 1800 1020 990 and 1800 22 44 30 |
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at toll free No. 1800 22 55 33 |
B) Login Method for e-Voting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
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Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
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Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
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A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
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Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
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Your User ID details are given below :
| 5. 6. |
Manner of holding shares i.e. Demat **(NSDLor CDSL) or Physical ** |
Your User ID is: |
| a) For Members who hold shares in demat account with NSDL. |
8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**. |
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| b) For Members who hold shares in demat account with CDSL. |
16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12** |
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| c) For Members holding shares in Physical Form. |
EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
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After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
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Now, you will have to click on “Login” button.
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After you click on the “Login” button, Home page of e-Voting will open.
- Step 2: Cast your vote electronically on NSDL e Voting system.
- How to cast your vote electronically on NSDL e Voting system?
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(i) After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle is in active status.
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(ii) Select “EVEN” of company for which you wish to cast your vote during the remote e- Voting period.
(iii)Now you are ready for e-Voting as the Voting page opens.
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(iv)Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
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(v) Upon confirmation, the message “Vote cast successfully” will be displayed.
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(vi)You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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(vii) Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General guidelines for shareholders
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(i) Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected].
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(ii) It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
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(iii)In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 1800 1020 990 and 1800 22 44 30 or send a request by email to [email protected]
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4. Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:
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(i) In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected] and [email protected].
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(ii) In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected] and [email protected]. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
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(iii)Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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(iv)In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.
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EXPLANATORY STATEMENT UNDER SECTION 102 OF THE COMPANIES ACT 2013
Item No. 1:
Dr. Venkata Lakshmana Rao Chunduru was initially appointed as an Executive Director on the Board of the Company w.e.f. March 08, 2018 for a period of 5 years i.e. upto March 09, 2023 with a remuneration of Rs. 90 Lakhs per Annum. The Remuneration has been increased to Rs. 2 Crores per annum from April 01, 2020 with an escalation of 10% every year. The present remuneration for FY 2022-23 is Rs. 2.42 Crores. The same terms of remuneration shall be continued for his re-appointment also.
Dr. Venkata Lakshmana Rao Chunduru is one of the Promoters of the Company and has joined in the Company in February 2007 and has been involved in formulating and executing the core strategy of your Company. He has several years of experience in quality control, quality assurance and regulatory affairs. Prior to joining the Company in February 2007, he was associated with Mayne Health Pty Ltd., Australia. Dr. Venkata Lakshmana Rao Chunduru is a not a relative of any of the existing directors of the Company.
Further details of Dr. Venkata Lakshmana Rao Chunduru, nature of his expertise in specific functional areas, names of companies in which he holds directorships and memberships / chairmanships of Board Committees and shareholding etc. as stipulated under the Listing Regulations, are provided as an Annexure to this notice.
Overall remuneration: The aggregate of salary, allowances, perquisites and performance bonus in any one financial year shall not exceed the limits prescribed under Section 197, 198 and other applicable provisions of the Companies Act, 2013 read with Schedule V to the said Act or any modifications or re-enactment for the time being in force.
Minimum remuneration: In the event of loss or inadequacy of profits in any financial year during the currency of tenure of service of the Executive Director, the payment of salary, performance incentives, perquisites and other allowances shall be governed by the limits prescribed under Section II of Part II of Schedule V of the Companies Act, 2013 as may for the time being be in force.
Income-Tax in respect of the above remuneration will be deducted at source as per the applicable Income Tax Laws / Rules.
If at any time the Executive Director ceases to be a Director of the Company, for any reason whatsoever, he shall cease to be the Executive Director and his Agreement with the Company shall stand terminated forthwith.
The above may be treated as a written memorandum setting out the terms & conditions of appointment of Dr. Venkata Lakshmana Rao Chunduru under Section 190 of the Act.
The Nomination & Remuneration Committee, the Audit Committee and the Board of Directors are of the opinion that Dr. Venkata Lakshmana Rao Chunduru’s vast knowledge and varied experience will be of great value to the Company and has recommended the Resolution of this Notice relating to his re- appointment as Executive Director of the
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Company for a further period of five years w.e.f. March 08, 2023 and up to March 07, 2028 as a Special Resolution for your approval.
Except Dr. Venkata Lakshmana Rao Chunduru, none of the other Directors, Key Managerial Personnel or the relatives of Directors and Key Managerial Persons (KMP) are, in any way, concerned or interested, financially or otherwise, in the Resolution of the Notice. Dr. Venkata Lakshmana Rao Chunduru is not related to any other Director or KMP of the Company.
By order of the Board Laurus Labs Limited G. Venkateswar Reddy Company Secretary
Regd. Office:
Laurus Enclave, Plot Office 01, E. Bonangi Village, Parawada Mandal, Anakapalli District, Andhra Pradesh – 531021 E-mail: [email protected]
Place: Hyderabad Date: January 30, 2023
Annexure
Details of Directors seeking re-appointment
[Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard – 2 on General Meetings issued by the Institute of Company Secretaries of India]
| Name of the Director | Dr. Venkata Lakshmana Rao Chunduru |
|---|---|
| Date of Birth | 01-08-1962 |
| Age | 61 Years |
| Date of Appointment | 08-03-2018 |
| Relationship with Directors and Key Managerial Personnel |
No Relationship |
| Expertise in specific functional area | Quality, Effective Strategy and Corporate Governance |
| Qualifications | M.Sc.,Ph.D. |
| Names of Listed Entities from which the Director has resigned in thepast threeyears |
NIL |
| Board Membership of other companies as on the date of Notice |
i. M/s. Sriam Labs Private Limited – Director ii. M/s. Laurus Generics GmbH - Director |
| Committees Membership of other companies as on the date of Notice |
i. Risk Management Committee of Laurus Labs Limited – Member ii. CSR Committee of Sriam Labs Private Limited – Chairman |
| Number of equity shares held in the Company as on the date of Notice |
1,34,50,145 |