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L&T Technology Services Limited Declaration of Voting Results & Voting Rights Announcements 2021

Dec 25, 2021

59063_rns_2021-12-25_10618e0b-7185-4699-8870-3956a32c7999.pdf

Declaration of Voting Results & Voting Rights Announcements

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L&T Technology Services Limited L&T Business Park, TC 2 Tower B, Second floor, North East Wing, Gate no.5, Saki Vihar Road, Powai, Mumbai – 400072 www.ltts.com

December 25, 2021

National Stock Exchange of India Limited Exchange Plaza, Bandra-Kurla Complex Bandra( East), Mumbai – 400 051. NSE Symbol: LTTS

The BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street,Mumbai- 400001 BSE Script Code: 540115

Dear Sirs,

Sub:- Outcome of Postal Ballot – Proceedings & Voting Results

Ref: Our letter dated November 25, 2021

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), please find enclosed the copy of the proceedings of the Postal Ballot of the Company transacted via remote E-voting circulated to the members on Thursday, November 25, 2021 with respect to seeking their approval on the following:

  1. Appointment of Mr. Luis Miranda (DIN: 01055493) as an Independent Director of the Company.

Further, pursuant to Regulation 44(3) of SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015, and Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 please find enclosed details regarding voting result of the above business.

The result along with the Scrutinizer’s Report, will be posted on the website of the Company, www.LTTS.com/Investors and on the website of Kfin Technologies Private Limited (“KFinTech”) https://evoting.kfintech.com

Kindly take note of the above intimation on record and acknowledge the receipt of the same.

Thanking You,

Yours sincerely,

For L&T Technology Services Limited

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Ankita Gawankar Interim Compliance Officer (M. No. A 28834)

Registered Office: L&T House, N. M. Marg, Ballard Estate, Mumbai - 400 001. INDIA, Tel: +91 22 6752 5656 Fax: +91 22 6752 5893 CIN : L72900MH2012PLC232169

L&T Technology Services is a subsidiary of Larsen & Toubro Limited

SUMMARY OF PROCEEDINGS OF THE RESOLUTIONS PASSED BY WAY OF POSTAL BALLOT ON DECEMBER 25, 2021

The Board of Directors, through Circular Resolution on November 20, 2021, decided to obtain consent of the members through Postal Ballot pursuant to provisions of Section 110 of the Companies Act, 2013 (the "Act"), read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 and in compliance with the General Circular No. 14/ 2020 dated April 8, 2020, the General Circular No. 17/ 2020 dated April 13, 2020, General Circular No. 22/2020 dated June 15, 2020, the General Circular No. 33/ 2020 dated September 28, 2020, the General Circular No. 39/ 2020 dated December 31, 2020 and the General Circular No. 10/ 2021 dated June 23, 2021 issued by Ministry of Corporate Affairs and Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 (in continuation of Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020) issued by SEBI (“the SEBI Circulars”) and other applicable regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the Listing Regulations”), Secretarial Standards 2 on General Meetings, via Postal Ballot only through remote E-voting for the following:

1. Appointment of Mr. Luis Miranda (DIN: 01055493) as an Independent Director of the Company.

The Postal Ballot Notice dated November 20, 2021 was sent to the members of the Company whose names appeared in the Register of Members/ List of Beneficial Owners as received from National Securities Depositories Limited (“NSDL”) and Central Depository Services Limited (“CDSL”) on Friday, November 19, 2021 (Relevant Date/ Benpos Date). The Company had completed sending the Postal Ballot Notice by way of emails through KFin Technologies Private Limited (“KinfinTech”) on November 25, 2021.

In compliance with the provisions of Section 108 and 110 of the Act read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the Listing Regulations, the MCA Circulars and Secretarial Standards 2 on General Meetings, the Company had provided e-voting facility alone for its Members to enable them to cast their votes electronically.

The e-voting commenced on Friday, November 26, 2021 at 9:00 AM IST and ended on Saturday, December 25, 2021.

The Board of Directors of the Company through Circular Resolution on November 20, 2021 had appointed Mr. Alwyn D’souza, Practicing Company Secretary (Membership No. FCS 5559) of M/s. Alwyn D’Souza & Co., Company Secretaries, as the Scrutinizer, for conducting the Postal Ballot & e-voting process in accordance with law and in a fair and transparent manner.

The scrutinizer’s report was received on December 25, 2021 and the resolution as set out in the Notice was passed with requisite majority.

This is for your information and records.

Thanking You.

Your sincerely, For L&T Technology Services Limited

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Ankita Gawankar Interim Compliance Officer (M. No. A 28834)

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Company Name L&T TECHNOLOGY SERVICES LTD
Date of the AGM/EGM
Total number of shareholders on record date 170339
No. of shareholders present in the meeting either in person or
Promoters and Promoter Group:
Public:
No. of Shareholders attended the meeting through Video
Promoters and Promoter Group: 0
Public: 0
Resolution required: (Ordinary/ Special) ORDINARY - Appointment of Luis Miranda (DIN: 01055493) as an Independent Director of the Company
Whether promoter/ promoter group are
interested in the agenda/resolution? Yes
% of Votes Polled % of Votes in % of Votes
on outstanding favour on votes against on votes
No. of shares No. of votes shares No. of Votes – in No. of Votes – polled polled
Category Mode of Voting held (1) polled (2) (3)=[(2)/(1)] 100 favour (4) against (5) (6)=[(4)/(2)]100 (7)=[(5)/(2)]100
E-Voting 77986899 77986899 100.0000 77986899 0 100.0000 0.0000
Poll 77986899 0 0.0000 00 0 0.0000 0.0000
Postal Ballot (if
Promoter and Promoter Group applicable) 77986899 0 0.0000 00 0 0.0000 0.0000
E-Voting 15516204 13401608 86.3717 13393422 8186 99.9389 0.0610
Poll 15516204 0 0.0000 00 0 0.0000 0.0000
Postal Ballot (if
Public- Institutions applicable) 15516204 0 0.0000 00 0 0.0000 0.0000
E-Voting 11934774 1309014 10.9681 1308831 183 99.9860 0.0139
Poll 11934774 0 0.0000 00 0 0.0000 0.0000
Postal Ballot (if
Public- Non Institutions applicable) 11934774 0 0.0000 00 0 0.0000 0.0000
Total 105437877 92697521 87.9167 92689152 8369 99.9910 0.0090
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L&T TECHNOLOGY SERVICES LIMITED

SCRUTINIZER’S REPORT ON POSTAL BALLOT

ALWYN D’SOUZA

Alwyn D’Souza & Co.

Company Secretaries

[Firm Registration No: S2003MH061200] [Peer Review Certificate No.683/2020] Annex-103, Dimple Arcade, Asha Nagar, Kandivali (East), Mumbai 400101.

Branch Office: B-002, Gr. Floor, Shreepati-2, Royal Complex, Behind Olympia Tower, Mira Road (East), Thane-401107 ; Tel : 022-79629822; Mob : 09820465195; E-mail: [email protected] ; Website : www.alwynjay.com

ALWYN D’SOUZA

Alwyn D’Souza & Co.

Company Secretaries

[Firm Registration No: S2003MH061200] [Peer Review Certificate No.683/2020] Annex-103, Dimple Arcade, Asha Nagar, Kandivali (East), Mumbai 400101.

Branch Office: B-002, Gr. Floor, Shreepati-2, Royal Complex, Behind Olympia Tower, Mira Road (East), Thane-401107 ; Tel : 022-79629822; Mob : 09820465195; E-mail: [email protected] ; Website : www.alwynjay.com

To, The Chairman

L&T Technology Services Limited L&T House, Ballard Estate, Mumbai 400001.

Dear Sir,

RE : SCRUTINIZER’S REPORT

I, Alwyn D’Souza of Alwyn D’Souza & Co, Company Secretaries appointed as Scrutinizer by the Board of Directors of L&T Technology Services Limited for the purpose of scrutinizing the Postal Ballot e-voting process for seeking members’ assent/dissent on the resolution as specified in the Postal Notice dated November 20, 2021.

I have carried out the work as Scrutinizer from the close of the remote e-voting period i.e., 5:00 P. M. IST on Saturday, December 25, 2021 .

The Management of the Company is responsible to ensure the compliance with the requirements of the Companies Act, 2013 and Rules made thereunder and the various circulars issued by the Ministry of Corporate Affairs, Government of India relating to Postal Ballot. My responsibility as the scrutinizer is restricted to make a scrutinizer report of the votes cast in favour / against on the resolution contained in the Postal Ballot Notice dated November 20, 2021 based on the reports generated from the e-voting system provided by the Kfin Technologies Private Limited (“KfinTech”), the authorised agency to provide remote e-voting facilities, engaged by the Company for the purpose.

I submit my report as under:

  1. The Postal Ballot is held in compliance with the provisions of Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (“Act”) read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, read with the General Circular No. 14/2020 dated April 8, 2020, the General Circular No.17/2020 dated April 13, 2020, General Circular No. 22/2020 dated June 15, 2020, General Circular No. 33/2020 dated September 28, 2020, General Circular No. 39/2020 dated December 31, 2020 and the General Circular No. 10/2021 dated June 23, 2021 issued by the Ministry of Corporate Affairs, Government of India (the “MCA Circulars”) (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 (in continuation of Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020) issued by SEBI (“the SEBI Circulars”) and other applicable regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the Listing Regulations”), Secretarial Standards 2 on General Meetings and other applicable laws and regulations.

  2. The Company has on November 25, 2021 sent Postal Ballot Notice through electronic mode to the Members whose e-mail ids were registered with the Company, Registrar & Share Transfer Agents (RTA), Central Depository Services (India) Limited (“CDSL”)/ National Securities Depository Limited (NSDL) as on Friday, November 19, 2021. The hard copy of the Postal Ballot Notice along with Postal Ballot forms and pre-paid business envelope was not sent to the Members for the Postal Ballot in accordance with the requirements specified under the MCA Circulars.

  3. The Company has on November 26, 2021 published an advertisement in Financial Express (English) and Loksatta (Marathi).

  4. The Remote e-voting facility was provided by Kfin Technologies Private Limited (“KfinTech”). The Postal Ballot remote e-voting period commenced on Friday, November 26, 2021 at 9:00 AM IST and ended on Saturday, December 25, 2021 at 5:00 PM IST.

  5. After the time fixed for closing of the e-voting i.e., 5.00 P.M. IST on Saturday, December 25, 2021 the votes were unblocked at 5.00 P.M IST in the presence of two witnesses who are not in the employment of the Company, on the e- voting website of KfinTech (https://evoting.kfintech.com) and a final electronic report was generated by me. The data generated was diligently scrutinized .

  6. The data for the purpose of verification of the number of shares was taken as of Friday, November 19, 2021 which was the relevant date (cut-off date) fixed for determining voting rights of the Members entitled to participate in the voting process.

  7. The results of the remote e-voting in respect to passing of resolution contained in the Postal Ballot Notice dated November 20, 2021 are as under:

1.RESOLUTION NO. 1: ORDINARY RESOLUTION

APPOINTMENT OF MR. LUIS MIRANDA (DIN: 01055493) AS AN INDEPENDENT DIRECTOR OF THE COMPANY

  • (i) Voted in favour of the resolution:
Number
of
members
voted
Number of votes cast by
them
% of total number of
valid votes cast
600 9,26,89,152 99.991
  • (ii) Voted against the resolution:
Number
of
members
voted
Number of votes cast by
them
% of total number of
valid votes cast
18 8,369 0.009

(iii) Invalid/Abstain votes:

Number of members whose votes
were declared invalid/abstain
8
Number
of
invalid/Less
voted
/abstain votes cast by them
23,175

Based on the foregoing, the above Resolution was passed with requisite majority.

The relevant records relating to the e-voting shall remain in my safe custody and will be handed over to the Company Secretary or Interim Compliance Officer for preserving safely after the consideration of results and the Chairman approves and signs the Minutes.

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Alwyn D’Souza

Practising Company Secretary FCS No.5559, CP No.5137 Alwyn D’Souza & Co Company Secretaries [UDIN : F005559C001925631]

Mumbai dated December 25, 2021

We the undersigned witnesseth that the votes were unblocked from the e-voting website of the Kfin Technologies Private Limited (https://evoting.kfintech.com) in our presence at 5.00 P.M IST on Saturday, December 25, 2021.

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Edlon Dsouza Krishnakant Adagale B/508, Shree Girnar Tower CHSL Row House No.18, Saibaba Nagar, Mansi Row Co.op Hsg Soc Ltd Mira Road East, Thane 401107 Kashigaon, Mira Road East, Thane 401107

Countersigned by: For L&T Technology Services Limited

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Ankita Gawankar Interim Compliance Officer Mumbai dated December 25, 2021