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Maruti Suzuki India Ltd. — Proxy Solicitation & Information Statement 2025
May 16, 2025
61746_rns_2025-05-16_b858ddc6-7c7e-46da-9c0c-328d4feb8ce2.pdf
Proxy Solicitation & Information Statement
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MARUTI SUZUKI INDIA LIMITED
CIN: L34103DL1981PLC011375 Registered Office: 1, Nelson Mandela Road, Vasant Kunj, New Delhi -110070, India Tel: +91-11-46781000/ 011-46150275 Web: www.marutisuzuki.com Email Id: [email protected]
POSTAL BALLOT NOTICE
| VOTING STARTS ON | VOTING ENDS ON |
|---|---|
| th 19 May 2025 at 9:00 a.m. (IST) |
th 17 June 2025 at 5:00 p.m. (IST) |
Dear Members,
NOTICE is hereby given that pursuant to the provisions of Section 108, Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (“ Act ”) read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 (“ Rules ”), including any statutory amendment(s), modification(s), variation(s) or re-enactment(s) thereto, for the time being in force and in accordance with the guidelines issued by the Ministry of Corporate Affairs (“ MCA ”) for holding general meetings/ conducting the process of postal ballot through remote e-Voting vide General Circulars issued by MCA (“ MCA Circulars ”) from time to time, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”), Secretarial Standard-2 on General Meetings (“ SS-2 ”) issued by the Institute of Company Secretaries of India and other applicable laws and regulations, if any, the resolution(s) appended below is proposed to be passed by the Members of the Company, by way of postal ballot only through voting by electronic means (“ remote e-Voting ”):
SPECIAL BUSINESSES:
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To appoint Mr. Sunil Kumar Kakkar (DIN: 08041054) as a Director of the Company and in this regard pass the following resolution as an Ordinary Resolution:
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“RESOLVED THAT pursuant to Article 76 of the Articles of Association, Sections 149, 152, 161 and all other applicable provisions of the Companies Act, 2013 (" Act ") and Rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (" Listing Regulations ") (including any statutory modification(s) or re-enactment thereof, for the time being in force), Mr. Sunil Kumar Kakkar (DIN: 08041054), be and is hereby appointed as a Director of the Company, liable to retire by rotation.”
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To appoint Mr. Sunil Kumar Kakkar (DIN: 08041054) as a Whole-time Director designated as Director (Corporate Planning) and in this regard pass the following resolution as an Ordinary Resolution :
“RESOLVED THAT pursuant to Article 76 of the Articles of Association, Sections 196 and 197, Schedule V and all other applicable provisions of the Companies Act, 2013 (“ Act ”) and Rules made thereunder and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”) (including any statutory modification(s) or re-enactment thereof, for the time being in force), Mr. Sunil Kumar Kakkar (DIN: 08041054), be and is hereby appointed as a Whole-time Director designated as Director (Corporate Planning), for a period of three years with effect from 1st April 2025 up to 31st March 2028 on the following terms and conditions:
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a. Basic Salary: INR 1,71,76,800 per annum in the scale of INR 1,40,00,000 to INR 2,50,00,000 per annum with authority to the Board (which expression shall include a committee thereof) to revise his salary from time to time. The annual increments will be merit based and take into account the Company's performance.
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b. Special Salary: INR 12,00,000 per annum with authority to the Board (which expression shall include a committee thereof) to increase it up to INR 30,00,000 per annum.
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c. Performance Linked Bonus: A performance linked bonus equivalent to a guaranteed minimum of four months' basic salary and a maximum of ten months' basic salary, to be paid annually, with authority to the Board (which expression shall include a committee thereof) to fix the same based on certain performance criteria to be laid down by the Board.
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d. Perquisites and Allowances: In addition to the salary and performance linked bonus, he shall also be entitled to perquisites and allowances like accommodation (furnished or otherwise) or house rent allowance in lieu thereof; house maintenance allowance, together with the reimbursement of expenses or allowance for utilities such as gas, electricity, water, furnishings, repairs, servants' salaries, society charges and property tax etc.; medical reimbursement, medical/accidental insurance, leave travel concession for himself and his family; club fees and such other perquisites and allowances in accordance with the rules of the Company or as may be agreed to by the Board and him; provided that such perquisites and allowances will be INR 95,08,800 per annum with authority to
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the Board (which expression shall include a committee thereof) to increase it up to INR 1,30,00,000 per annum.
For the purpose of calculating the above ceiling, perquisites and allowances shall be evaluated as per income tax rules, wherever applicable. In the absence of any such rules, perquisites and allowances shall be evaluated at actual cost.
In addition, he will be entitled for a contribution to the provident and pension fund as per applicable law in force from time to time.
Provision for the use of Company's car for official duties and telephone at residence (including payment for local calls and long-distance official calls) shall not be included in the computation of perquisites and allowances for the purpose of calculating the said ceiling.
Minimum Remuneration
Notwithstanding anything to the contrary herein contained, where in any financial year during the currency of his tenure, in the event of loss or inadequacy of profits, the Company will subject to applicable laws, pay remuneration by way of basic and special salary, performance linked bonus not exceeding four months' basic salary, perquisites and allowances as specified above."
- To appoint Mr. Koichi Suzuki (DIN: 11061966) as a Director and in this regard pass the following resolution as an Ordinary Resolution :
“RESOLVED THAT pursuant to Article 76 of the Articles of Association, Sections 149, 152, 161 and all other applicable provisions of the Companies Act, 2013 (" Act ") and Rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (" Listing Regulations ") (including any statutory modification(s) or re-enactment thereof, for the time being in force), Mr. Koichi Suzuki (DIN: 11061966) be and is hereby appointed as a Director of the Company, to fill the casual vacancy caused by the resignation of Mr. Kinji Saito.”
- To appoint Price Waterhouse Chartered Accountants LLP (' PW ') as Statutory Auditors and to fix their remuneration and in this regard pass the following resolution as an Ordinary Resolution :
“RESOLVED THAT pursuant to the provisions of Section 139, 141, 142 and other applicable provisions of the Companies Act, 2013 (“ Act ”), and the rules made thereunder, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), Price Waterhouse Chartered Accountants LLP (' PW '), (Firm Registration No. 012754N/N500016), be and are hereby appointed as the Statutory Auditors of the Company to hold office w.e.f. 12th May 2025 till the conclusion of the 44th Annual General Meeting of the Company to fill the casual vacancy caused by the resignation of Deloitte Haskins & Sells LLP, at such remuneration plus applicable taxes and out of pocket expenses, as may be determined and recommended by the Audit Committee and approved by the Board.
RESOLVED FURTHER THAT the Board of the Company (which expression shall include a committee thereof) be and is hereby authorized to do all such acts, deeds and things, to enter into such agreement(s) including any amendment(s) thereof or any such document(s), as the Board may, in its absolute discretion, consider necessary, expedient or desirable in order to give effect to this resolution or as otherwise considered by the Board to be in the best interest of the Company, as it may deem fit.”
By Order of the Board For Maruti Suzuki India Limited
Sanjeev Grover Executive Officer & Company Secretary FCS No: 3788
New Delhi 12th May 2025
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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013
ITEM No. 1 & 2
Pursuant to the applicable provisions of the Companies Act, 2013 (" Act ") and the Rules made thereunder, the Articles of Association of the Company and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (" Listing Regulations "), and on the recommendation of the Nomination and Remuneration Committee, Mr. Sunil Kumar Kakkar (DIN: 08041054) was appointed as an Additional Director, and a Whole-time Director designated as Director (Corporate Planning) for a period of three years with effect from 1st April 2025 up to 31st March 2028.
Pursuant to the applicable provisions of the Act read with the Listing Regulations, such appointment and payment of remuneration as approved by the Board is subject to the approval of Members by a resolution at the next general meeting of the Company or within a period of three months from the date of appointment, whichever is earlier. The approval of the Members is sought for his appointment and payment of remuneration.
Considering the vast experience, expertise and knowledge of Mr. Sunil Kumar Kakkar, as elaborated in the annexure hereto as 'Additional Information' and keeping in view the performance and growth of the Company during his association with the Company as Senior Executive Officer (Corporate Planning), the Board recommends his appointment and payment of remuneration for approval of the Members as an Ordinary Resolution.
None of the Directors/Key Managerial Personnel (KMP) of the Company/their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution except Mr. Sunil Kumar Kakkar and his relatives. The Board recommends his appointment for approval of the Members.
ITEM No. 3
Pursuant to the provisions of Section 161 of the Companies Act, 2013 (' Act ') and other applicable provisions and the Rules made thereunder and the Articles of Association of the Company, Mr. Koichi Suzuki (DIN: 11061966) was appointed as Non-Executive Director to fill the casual vacancy caused by the resignation of Mr. Kinji Saito.
Pursuant to the applicable provisions of the Act read with the Listing Regulations, such appointment as approved by the Board is subject to the approval of Members by a resolution at the next general meeting of the Company or within a period of three months from the date of appointment, whichever is earlier.
The approval of the Members is sought for his appointment as Non-Executive Director.
None of the Directors/Key Managerial Personnel (KMP) of the Company/their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution except Mr. Koichi Suzuki and his relatives. The Board recommends his appointment for approval of the Members.
ITEM No. 4
Deloitte Haskins & Sells LLP (` Deloitte '), Statutory Auditors of the Company were re-appointed by the Members for a second term of 5 consecutive years at 40th Annual General Meeting (' AGM ') held on 24th August 2021 to hold office from the conclusion of 40th AGM till the conclusion of the 45th AGM.
Suzuki Motor Corporation (SMC), Japan, holding company of Maruti Suzuki India Limited (MSIL), recently approved change in the Statutory Auditor. For reasons of the Company's operational efficiency, need for bringing in synergies with the Parent Company audit firm, as well as maintaining consistency in the audit process, the Company intends to align with Parent Company and appoint a Statutory Auditor in India which is part of the same network as that of the Parent Company's Statutory Auditor. In pursuance thereof, Deloitte has resigned with effect from 12th May 2025, resulting in a casual vacancy in the office of Statutory Auditors of the Company under Section 139 of the Companies Act, 2013 (' Act ').
Based on the recommendation of the Audit Committee, the Board, in its meeting held on 12th May 2025, appointed Price Waterhouse Chartered Accountants LLP (' PW '), (Firm Registration No. 012754N/N500016) as Statutory Auditors of the Company to hold office w.e.f. 12th May 2025 till the conclusion of 44th AGM of the Company.
The Company has received a letter from PW confirming their eligibility, and consent to act as Statutory Auditors of the Company with a confirmation that, their appointment, if made, would be within the limits prescribed under the Act.
Pursuant to Regulation 36 of Listing Regulations, the following details are being provided for the information of the Members:
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a) Brief Profile and credentials: PW is a firm of Chartered Accountants registered with the Institute of Chartered Accountants of India (' ICAI '). The firm was established in the year 1991 and was converted into a Limited Liability Partnership in the year 2014. The registered office of the firm is at Sucheta Bhawan, 11A Vishnu Digambar Marg, New Delhi - 110002 and has nine (9) branch offices in various cities in India. The firm is primarily engaged in providing auditing and other assurance services to its clients and is a member firm of Price Waterhouse & Affiliates, a network of firms registered with the ICAI having Network Registration No. NRN/E/14. Price Waterhouse & Affiliates, is a network of separate, distinct and independent Indian Chartered Accountant firms, each of which is registered with the ICAI. The firm has more than 110 Assurance Partners as of 1st April 2025. It has a valid peer review certificate and audits various companies listed on stock exchanges in India.
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b) Proposed Fees: INR 27.00 million per annum besides applicable taxes, out of pocket expenses of INR 1.00 million subject to actuals and engagement administrative charges (2% of value of audit fee of INR 27.00 million i.e. Rs. 5,40,000), subject to recommendation by the Audit Committee and approval of the Board.
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c) Terms of Appointment: With effect from 12th May 2025 till the conclusion of the 44th Annual General Meeting.
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d) In case of a new auditor, any material changes in the fee payable to such auditor from that paid to the outgoing auditor along with the rationale for such change: There is no material change in the fee payable.
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e) Basis of recommendation for appointment: The Board and the Audit Committee, at their respective meetings held on 12th May 2025, have considered various parameters like audit experience across the industries, market standing of the firm, clientele served, technical knowledge, governance standards, etc., and found Price Waterhouse Chartered Accountants LLP suitable for this appointment and accordingly, recommended the same.
None of the Directors/Key Managerial Personnel (KMP) of the Company/their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution. Accordingly, the Board recommends the resolution as set out at Item No. 4 of this Notice for approval of the Members of the Company as an Ordinary Resolution.
By Order of the Board For Maruti Suzuki India Limited
Sanjeev Grover Executive Officer & Company Secretary FCS No: 3788
New Delhi 12th May 2025
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Additional information:
Details of the Director recommended for appointment:
[Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard -2 on General Meetings]
| Particulars | Mr. Sunil Kumar Kakkar | Mr. Koichi Suzuki |
|---|---|---|
| Age | 59years | 61years |
| Brief resume and expertise in specific functional areas |
Mr. Sunil Kumar Kakkar is a seasoned professional with over 35 years of experience at Maruti Suzuki India Limited (MSIL). As the Senior Executive Officer, he headed the Corporate Planning vertical and is a key member of Executive Committee. Additionally, he is the Chairman of ASSOCHAM's National Council on Auto & Auto Ancillaries and a member of the CII Japan Council. He was responsible for driving and preparing the roadmap to achieve ambitious goals of the Company. He is driving restructuring initiatives to make the organization more agile and future ready. Recognized for his contributions, Mr. Kakkar has received several accolades, including the Best Supply Chain Head award in passenger vehicles category for 2020 by World Auto Forum and the Supply Chain Leader of the Year-Auto 4 Wheeler-2022 by Alden Global in collaboration with NASSCOM. His area of expertise includes knowledge of all aspects of the Car Industry including its operations and business management. Throughout his career in Maruti Suzuki, he has held significant leadership positions, including head of Supply Chain vertical and serving as the Plant Head of the Gurgaon production operations. He played a crucial role in establishing the supply chain for some of the most strategic projects and ensuring deep localization. Additionally, he has been instrumental in forming joint ventures with companies from Japan, Italy and France for projects such as Controllers, AMT technology, plastic fuel tanks, and high-tensile sheet metal technology. He also actively contributed to industry bodies as the Chairman of SIAM's Aatmanirbhar Bharat Sourcing Group, driving localization in the Indian auto industry. He has been nominated as the Honorary Chairman of the INVEST Northern Zonal Council. |
In April 2025, he was appointed as Managing Officer, Executive General Manager, India Operations. In April 2023, he was transferred to Suzuki Motor Corporation, Japan and designated as Managing Officer, Automobile Marketing, in charge of Europe, Middle East and Africa. His area of expertise is Automobile Marketing. In April 2024, he was promoted to Managing Officer, Executive General Manager, Automobile Marketing - Europe, Middle East and Africa. Mr. Koichi Suzuki joined Suzuki Motor Corporation (SMC) in April 1987. In October, 2013, he was transferred to Maruti Suzuki India Limited (MSIL) as Executive Officer, International Marketing and was in charge of Middle East and African market. |
| Qualification | An engineering graduate from the Indian Institute of Technology, Kanpur, he further pursued MBA from the Asian Institute of Technology, where he was a gold medalist. |
Graduated from Tokyo University, Faculty of Letters |
| Terms & conditions of appointment/ re- appointment |
He is proposed to be appointed as Whole-time Director designated as Director (Corporate Planning), for a period of three years with st st effect from 1 April 2025 up to 31 March 2028. |
He is proposed to be appointed as a Non- Executive Director. |
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| Directorship held in other companies | Private Company: b) SKH Metals Limited Unlisted Public Companies: a) Mark Exhaust Systems Limited a) Hanon Climate Systems India Private Limited |
None |
|---|---|---|
| Name of listed companies from which he has resigned in the past three years |
None | None |
| Remuneration proposed to be paid | As mentioned in the resolution at Item No. 2 of this Notice. |
He will be entitled to receive sitting fee for attending the Board Meetings. |
| Remuneration last drawn | Please refer the resolution at Item No. 2. | Not Applicable |
| Date of first Appointment on the Board | st 1 April 2025 |
th 26 April 2025 |
| Shareholding in the Company | Nil | Nil |
| Relationship with other directors, manager and key managerial personnel |
None | None |
| Number of board meetings attended during the year |
Post his appointment on the Board, two board meetings were held and he attended both the meetings. |
Post his appointment on the Board, one board meeting was held and he attended the same. |
| M e m b e r s h i p s / C h a i r m a n s h i p o f committees |
None | None |
| Chairman/member of the committee of the Board of Directors of other listed companies in which he is a director |
None | None |
By Order of the Board For Maruti Suzuki India Limited
Sanjeev Grover Executive Officer & Company Secretary FCS No: 3788
New Delhi 12th May 2025
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Notes:
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The relevant explanatory statement pursuant to Section 102 of the Companies Act, 2013 (“ Act ”) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”) setting out the material facts and reasons for the proposed Resolutions of the Postal Ballot Notice and other details are annexed hereto.
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In compliance with the provisions of Section 108 and Section 110 of the Act read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, Regulation 44 of the Listing Regulations, SS-2 and the MCA Circulars, the Company is pleased to provide remote e-Voting facility to its Members, to enable them to cast their votes electronically.
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In compliance with the MCA Circulars, the Postal Ballot Notice along with the instructions regarding remote e-Voting shall be sent by electronic mode only to those Members whose names appear in the Register of Members/ list of Beneficial Owners, maintained by the Company/ Depositories as at close of business hours on Friday, 9th May 2025 (i.e. Cut-off date) , and whose e- mail IDs are registered with the Depository Participants (DPs) or with the Company or its Registrar and Transfer Agent i.e. Kfin Technologies Limited ( RTA/KFin ) as on the Cut-off date .
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Members holding shares either in physical form or dematerialized form, as on the cut-off date (including those Members who may not receive this Postal Ballot Notice due to non-registration of their email address with KFin or the DPs, as aforesaid) can cast their votes electronically, in respect of the Resolution(s) as set out in the Postal Ballot Notice only through the remote e-Voting.
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As per the MCA Circulars, physical copies of the postal ballot notice, postal ballot forms and pre-paid business reply envelopes are not being sent to Members for this postal ballot. Members are requested to provide their assent or dissent through remote e-Voting only. The Company has engaged the services of KFin to provide remote e-Voting facility to its Members.
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A copy of the Postal Ballot Notice is available on the website of the Company at www.marutisuzuki.com, website of the stock exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively a n d o n t h e w e b s i t e o f K F i n a t https://evoting.kfintech.com.
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After sending the notice of Postal Ballot through email, an advertisement shall be published in English newspaper and Hindi newspaper, each with wide circulation in the district, where the Registered Office of the Company is situated, and also on the Company’s website www.marutisuzuki.com.
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The voting rights of the Members shall be in proportion to
their share of the paid-up equity share capital of the th Company as on the cut-off date i.e. 9 May 2025 . Members whose names appear in the Register of Members/ List of Beneficial Owners as on the cut-off date shall only be considered eligible for the purpose of remote e-Voting and those Members would be able to cast their votes and convey their assent or dissent to the proposed resolutions only through the remote e-Voting process. Any person who is not a Member as on the Cutoff date should treat this Postal Ballot Notice for information purposes only.
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Members of the Company as on the cut-off date (including those Members who may not have received this Notice due to non-registration of their e-mail addresses with the Company/RTA/Depositories) shall be entitled to vote in relation to the resolutions in accordance with the process specified in this Postal Ballot Notice. A Member cannot exercise his/her vote by proxy on Postal Ballot.
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The remote e-Voting shall commence on Monday, the 19th May 2025 at 9:00 a.m. (IST) and shall end on Tuesday, the 17th June 2025 at 5:00 p.m. (IST) . During this period, Members of the Company holding shares in physical or electronic form as on the cut-off date may cast their vote electronically. The remote e-Voting will be disabled by KFin immediately thereafter and will not be allowed beyond the said date and time. Once the vote on the Resolutions is cast by the Member, he/she shall not be allowed to change it subsequently.
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Voting instructions:
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I. Instructions for voting through remote e-Voting:
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a. In compliance with the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, r e a d w i t h S E B I c i r c u l a r n o . SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023, e-Voting process has been enabled to all the individual demat account holders, by way of single login credential, through their demat accounts/websites of Depositories/Depository Participant (s) ('DPs') in order to increase the efficiency of the voting process.
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b. Individual demat account holders would be able to cast their vote without having to register again with the e-Voting service provider (ESP) thereby not only facilitating seamless authentication but also ease and convenience of participating in e-Voting process. The Members are advised to update their mobile number and e-mail ID with their DPs to access e-Voting facility.
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Login method for remote e-Voting for Individual Shareholders holding securities in demat mode.
| Type of Members | Login Method |
|---|---|
| Individual members holding securities in demat mode with NSDL |
I. Open URL:https://www.evoting.nsdl.com/ I. Visit URL:https://eservices.nsdl.com I. To register click on link:https://eservices.nsdl.com IV. On successful authentication, Member will be requested to select the name of the company and the e-Voting service Provider name, i.e. KFintech. V. On successful selection, Member will be re-directed to the e-Voting page of KFintech for casting their vote during the e-Voting period. 1. User already registered for Internet-based Demat Account Statement (IDeAS) facility: II. Click on the icon 'Login' which is available under 'Shareholder /Member' section. III. A new screen will open. Enter User ID (i.e. sixteen digit demat account number held with NSDL), Password / OTP and a Verification Code as shown on the screen. 3. Accessing the e-Voting website of NSDL: II. Click on the 'Beneficial Owner' icon under 'Login' under 'IDeAS' section. IV. Click on company name or e-Voting service provider and you will be re-directed to e- Voting service provider website for casting the vote during the remote e-Voting period. 2. User not registered for IDeAS e-Services: II. Select 'Register Online for IDeAS' or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp III. On the new page, enter User ID and Password. Post successful authentication, click on 'Access to e-Voting'. III. Proceed with completing the required fields and follow steps given in point 1 above. |
| Individual members holding securities in demat mode with CDSL |
2. Users not registered for Easi/Easiest: II. Under "Login" icon and opt for "My Easi New (Token)" (only applicable when using the URL:www.cdslindia.com). III. On the new screen, enter User ID and Password. Without any further authentication, the e-voting page will be made available. I. Option to register is available at https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration 3. Accessing the e-Voting website of CDSL: I. Visit URL:www.cdslindia.com II. Proceed with completing the required fields and follow the steps given in point 1 above. II. Provide your Demat Account Number and PAN. III. System will authenticate user by sending OTP on registered Mobile & Email as recorded in the Demat Account. IV. On successful authentication, Member will be provided links for the respective e-Voting Service Provider i.e. KFintech and you will be re-directed to the e-Voting page of KFintech to castyour vote without anyfurther authentication. IV. Click on Company name or e-Voting service provider name, i.e., KFintech to cast your vote. 1. Existing user who have opted for Easi / Easiest: I. Visit URL:https://web.cdslindia.com/myeasitoken/home/loginor www.cdslindia.comand click on 'Login. |
| Individual members login through their demat accounts / Website of Depository Participant |
I. Members can also login using the login credentials of their demat accounts their DP registered with NSDL/CDSL for e-Voting facility. II. Once logged-in, Members will be able to see the e-Voting option. Click on e-Voting option, Members will be redirected to NSDL / CDSL Depository site after successful authentication, wherein you can see e-Voting feature. III. Click on options available against company name or e-Voting service provider - KFintech and Members will be redirected to e-Voting website of KFintech for casting vote during the remote e-Voting period without any further authentication. |
Important note : Members who are unable to retrieve User ID / Password are advised to use Forgot user ID and Forgot Password option available at respective websites.
For technical Assistance: Members facing any technical issue in logging can contact the respective helpdesk by sending a request on the e-mail id’s or contact on the phone nos. provided below:
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| Login Type | Helpdesk Details | Helpdesk Details | |
|---|---|---|---|
| Securities held with NSDL | Please contact NSDL helpdesk by sending a request at free no. 1800-1020-990 and 1800-22-44-30 |
[email protected] call at toll | |
| Securities held with CDSL | Please contact CDSL helpdesk by sending a request at or call at toll free no.: 1800225533 OR contact at 022 |
[email protected] - 23058738 or 022-23058542/43 |
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II. Login method for e-Voting for Members other than Individuals holding securities in demat mode and Members holding securities in physical mode.
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A. Members whose email IDs are registered with the Company/ Depository Participant(s), will receive an email from KFin which will include details of e-Voting Event Number (EVEN), USER ID and password. They will have to follow the following process:
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a. Launch internet browser by typing the URL: https://evoting.kfintech.com
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b. Enter the login credentials (i.e. User ID and password). In case of physical folio, User ID will be EVEN (E-Voting Event Number), followed by folio number. In case of Demat account, User ID will be your DP ID and Client ID. However, if you are already registered with KFin for e-Voting, you can use your existing User ID and password for casting the vote.
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c. After entering these details appropriately, click on “LOGIN”
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d. You will now reach password change menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A- Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$, etc.). The system will prompt you to change your password and update your contact details like mobile number, email ID etc. on first login. You may also enter a secret question and answer of your choice to retrieve your password in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential.
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e. You need to login again with the new credentials.
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f. On successful login, the system will prompt you to select the “EVEN” of “Maruti Suzuki India Limited” and click on “Submit”.
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g. On the voting page, the number of shares (which represents the number of votes) as on the cut-off date under “FOR/AGAINST” shall be populated. You may choose the option “FOR” or “AGAINST”. If the Member does not indicate either "FOR" or "AGAINST" it will be treated as “ABSTAIN” and the vote will not be counted under either head.
demat accounts.
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i. Voting has to be done for each item of the notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as abstained.
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j. You may then cast your vote by selecting an appropriate option and click on “Submit”.
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k. A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once you have voted on the resolution(s), you will not be allowed to modify your vote. During the voting period, Members can login any number of times till they have voted on the Resolution(s).
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l. Corporate/Institutional Members (i.e. other than Individuals, HUF, NRI etc.) are also required to send scanned certified true copy (PDF Format) of the Board Resolution/Authority Letter etc., authorizing its representative to cast vote on its behalf through remote e-Voting together with attested specimen signature(s) of the duly authorised representative(s), to the Scrutinizer at email id [email protected] with a copy marked to [email protected] on or before Tuesday, the 17th June, 2025. The scan PDF of the abovementioned documents should be in the naming format “Corporate Name_Even”.
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III. Members whose email IDs are not registered with the Company/ Depository Participants(s), and consequently Notice of Postal Ballot and e-Voting instructions cannot be serviced, are requested to register/update the same by submitting the requisite ISR 1 form which is available on the link https://ris.kfintech.com/clientservices/isc/isrforms. aspx along with the supporting documents to KFin .
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a. Alternatively, Member may send an e-mail request at the email id [email protected] along with scan of the signed copy of the request letter providing the email address, mobile number, self-attested PAN copy and Client Master copy in case of electronic folio and copy of share certificate in case of physical folio for sending the Postal Ballot Notice and the e-Voting instructions.
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b. After receiving the e-Voting instructions, please follow all steps above to cast your vote by electronic means.
Members holding shares in dematerialized form, who have not registered/updated their email IDs and Mobile details, are requested to register/update the same with their respective Depository Participants with whom they maintain their demat accounts.
- h. Members holding multiple folios/demat accounts shall choose the voting process separately for each folio/
After following the process as given above, please follow all steps above to cast your vote by electronic means.
(9)
IV. Other Instructions:
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a. Any Member who has not received/forgotten the User ID and Password, may obtain/generate/ retrieve the same from KFin in the manner as mentioned below:
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i. If the mobile number of the Member is registered against Folio No./ DP ID Client ID, the Member may send SMS: MYEPWD e-voting Event Number + Folio No. or DP ID Client ID to 9212993399.
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Example, for NSDL: MYEPWDIN12345612345678
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Example, for CDSL: MYEPWD1402345612345678
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Example for Physical: MYEPWD1234567890
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b. If email address or mobile number of the Member is registered against Folio No./ DP ID Client ID, then on the home page of https://evoting.kfintech.com/ the Member may click “Forgot Password” and you will be redirected to the web page https://evoting.kfintech.com/common/passwordoptions. aspx and enter Folio No. or DP ID Client ID and PAN to generate a new password.
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c. Members who may require any technical assistance or support during the e-Voting period are requested to contact KFin’s toll-free numbers 1800-309-4001 or write them to them at [email protected]
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d. In case of any query, clarification(s) and/or grievance(s), in respect of remote e-Voting, please refer the Help & Frequently Asked Questions (FAQs) section and e-Voting user manual available at the d o w n l o a d s e c t i o n o f K F I N ’ s w e b s i t e https://evoting.kfintech.com/public/Downloads.aspx or
c o n t a c t M r . S a n k a r a G o k a v a r a p u a t [email protected] or call KFin’s toll free No. 1800-309-4001 for any further clarification.
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The Board of Directors of the Company has appointed Mr. Manish Gupta, Partner of RMG & Associates, Company Secretaries in Whole-time Practice, New Delhi with Membership No. FCS 5123 and Certificate of Practice No. 4095 and failing him Mr. Sachin Khurana, Partner of RMG & Associates, with Membership No. FCS 10098 and Certificate of Practice No. 13212 as the Scrutinizer, for conducting the e-Voting process in a fair and transparent manner.
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The Scrutinizer will submit his report to the Chairman or any other person authorised by the Chairman after the completion of scrutiny and the result of the voting by postal ballot through the remote e-Voting process will be announced by the Chairman, or such person as authorised, on or before Thursday, the 19th June 2025. The Scrutinizer’s decision on the validity of the e- Voting shall be final and binding.
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The Results declared along with the Scrutinizer’s Report shall be placed on the Company’s website www.marutisuzuki.com and on the website of KFin at https://evoting.kfintech.com immediately after the result is declared by the Chairman or any other person authorized by him, and the same shall be communicated to the Stock Exchanges, where the equity shares of the Company are listed. The results shall also be displayed on the notice board at the Registered and Corporate Office of the Company.
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The resolutions, if approved by the requisite majority through Postal Ballot, shall be deemed to have been passed on 17th June 2025 , i.e. the last date specified for receipt of votes through the remote e-Voting process.
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