Mold-Tek Packaging Limited — Regulatory Filings 2020

Oct 16, 2020

MINUTES BOOK

MOLD-TEK PACKAGING LIMITED, Registered office: Plot # 700, Road No 36, Jubilee Hills, Hyderabad - 500 033.

MINUTES OF THE EXTRA-ORDINARY GENERAL MEETING OF THE MEMBERS OF THE COMPANY HELD ON MONDAY, 12TH OCTOBER, 2020, THROUGH VIDEO CONFERENCING ("VC")! OTHER AUDIO VISUAL MEANS ("OAVM") COMMENCED AT 10.30 A.M. AND CONCLUDED AT 10.45 A.M.

DIRECTORS PRESENT PHYSICALLY

Mr. J. Lakshmana Rao	- Chairman & Managing Director
Mr. A. Subramanyam	- Deputy Managing Director
Mr. P. Venkateswara Rao	- Deputy Managing Director

DIRECTORS PRESENT THROUGH VIDEO CONFERENCING

• Mrs. Madhuri YRY Mr. I. Eswara Rao Mr. T. Yenkateswara Rao Mr. Dhanraj Tirumala Mrs. Mytraeyi J
• Non-executive Independent Woman Director
• Non-executive Independent Director
• . Non-executive Independent Director
• Non-executive Independent Director - Promoter Director

COMPANY SECRETARY

Thakur Yishal Singh

CIDEF FINANCIAL OFFICER

Mrs. A. Seshu Kumar

STATUTORY AUDITORS

M. Anandam & Co, Chartered Accountants

SCRUTINIZER

.

Ashish Kumar Gaggar- Company Secretary in Practice

MEMBERS PRESENT:

56 Members were present through Video Conferencing ("YC")! Other Audio Visual Means ("OAYM") in the Extra·Ordinary General Meeting of the Company.

1 CHAI~)\N'S INITiAlS

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MINUTES BOOK

Election of Chairman:

• I. Mr. J. Lakshmana Rao, Chairman of the Board, presided as the chairman of the meeting.
• 1. Mr. I. Eswara Rao, Chairman of Audit committee, and Mr. T. Venkateswara Rao, Chairman of Stakeholder Relationship committee and members in Nomination and remuneration committee meeting was present in the meeting.
• 1. The quorum being present, the Company Secretary declared the meeting in order and extended welcome to the members at the Extra-Ordinary General Meeting.
• 1. Further, the Company Secretary informed the members that Extra-Ordinary General Meeting of Mold-Tek Packaging Limited is conducted through Video Conferencing IOther Audio Video Means in accordance with the relevant circulars issued by the Ministry of Corporate Affairs and SEBI.
• 1. The Notice dated 191h September, 2020, calling the Extra-Ordinary General Meeting, as circulated to all the members through e-mails, was taken as read.

Chairman then delivered his speech to the members. Then some of the members attending the meeting who were registered as speakers, raised few questions, and sought certain information and clarifications. Chairman provided all the clarifications/information as sought by the shareholders.

After concluding his Speech and after providing clarifications/information as sought by the shareholders, it was informed to the shareholders that pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules 2014, the Company has extended remote e-voting facility to the members of the Company in respect of businesses to be transacted at the Extra-Ordinary General Meeting. The remote e-voting commenced from 9.00 a.m. on 8th October, 2020 and ended at 5.00 p.m. on II Ih October, 2020. Mr. Ashish Kumar Gaggar, Company Secretary in Practice had been appointed as Scrutinizer for remote e-voting for ensuing Extra-Ordinary General Meeting.

Chairman then announced that the results for e-Voting, which along with Scrutinizer's report will be placed on website of the company, e-voting agency - CDSL and will be intimated to the Stock exchange within 48 hours from the conclusion of the Extra-Ordinary General Meeting.

Chairman thanked the shareholders for their active support to the Company and declared the formal closure of Extra-Ordinary General Meeting of the Company.

./

MINUTES BOOK

On 131h October, 2020, after counting & verification of votes through e-voting, Chairman noted the report on the results of e-voting submitted by the Scrutinizer on all the resolutions placed before the shareholders. The following results were also announced through the website of the company, remote e-voting agency - CDSL, Bombay Stock Exchange and National Stock Exchange.

SPECIAL BUSINESS

ITEM NO.1: TO iNCREASE AUTHORiSED SHARE CAPITAL OF THE COMPANY

"RESOLVED THAT pursuant to the provisions of Section 13, 61 and 64 other applicable provisions, if any, of the Companies Act, 2013, (including any statutory modification(s) and re-enactment(s) thereof for the time being in force) and the rules framed thereunder, consent of the Members be and is hereby accorded to increase the Authorized Share Capital of the Company from Rs. 14,SO,00,000/- (Rupees Fourteen Crores Fifty Lakhs only) divided into 2,90,00,000 (Two Crores Ninety Lakhs) Equity Shares of Rs. S/-each (Rupees Five Only) to Rs.20,00,00,000/- (Rupees Twenty Crores only) divided into 4,00,00,000 (Four Crores only) Equity Shares of Rs.S/- each (Rupees Five only).

FURTHER RESOLVED THAT the Memorandum of Association of the Company be and is hereby altered by substituting the existing Clause V thereof by the following new Clause V as under:

The Authorised Share Capital of the Company shall be Rs. 20,00,00,0001- (Rupees Twenty Crores only) divided into 4,00,00,000 (Four Crores only) Equity Shares of Rs.S/- each (Rupees Five only) each with power to increase and reduce the capital of the company and to divide the shares in the capital for the time being into different classes and to attach thereto respectively such preferential or special rights or privileges or conditions as may be determined by or in accordance with the regulations of the company.

FURTHER RESOLVED THAT Mr. J Lakshamana Rao, Chairman & Managing Director or along with any other director of the Company be and are hereby severally authorised to do all such act(s), deed(s) and things including all forms, documents filing with Registrar of Companies as may be necessary and incidental to give effect to the aforesaid Resolution."

3

r CHAIRMVS

.J

(i) Voted in favour of the resolution

•

/

Particulars	Voted	cast by them	No. of Member Number of votes % of total number of val id votes cast
Remote E-voting	100	1,25,45,512	99.01 %
Voting at the EGM		1,25,000	0.99%
Total	101	1,26,70,512	100.00%

(ii) Voted against the resolution

Particulars	No of members voted	Number of vote cast by them	% of total number of val id votes cast
Remote E-voting	2	100	Negligible
Votingat the EGM	Nil	Nil	Nil
Total	2	100	Negligible

Result: The o,dinary resolution was passed as requisite majority of votes were cast in favour of the resolution.

No votes were found invalid for all the resolutions in items No I of the notice of Extra-Ordinary General meeting.

The resolution on item No. I of the notice to the EGM, were passed with the requisite majority of the notice of Extra-Ordinary General meeting of the Company stood deemed to be passed on 12'h October, 2020, being the date of the relevant Extra-Ordinary General Meeting of the members. There being no other business to transact, the meeting concluded with vote of thanks to the Chair.

Date: /-b !,ol "lAJ'lA . Place: Hyderabad

"- CHAIRMAN

CHAIRMAN'S INITIALS