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MOSCHIP TECHNOLOGIES LIMITED — AGM Information 2025
Sep 4, 2025
62609_rns_2025-09-04_75b39957-8cdd-49bd-b0b0-b06eba417ab8.pdf
AGM Information
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Date: 04[th] September, 2025
| To The General Manager Department of Corporate Services BSE Ltd, P. J. Towers, Dalal Street, Mumbai – 400 001 Scrip code: 532407 |
To The Listing Department National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Mumbai – 400 051 Scrip Symbol: MOSCHIP |
|---|---|
Dear Sir,
Sub: Disclosure under Regulation 30 of SEBI (LODR) Regulations, 2015
Ref: 26[th] AGM Notice of the Company.
With reference to cited subject above, we are herewith enclosing a copy of the Notice of the 26[th] Annual General Meeting of the Company, which is scheduled to be held on Friday , the 26[th] day of September, 2025 at 05.00 p.m. (IST) through Video Conferencing (“VC”) / Other Audio Visual Means(“OAVM”) without the physical presence of the Members at a common venue.
The Cut-off date for determining the eligibility of the Members to vote by remote e-voting is Friday , 19[th] September, 2025 . The remote e-voting commences on Tuesday, 23[rd] September, 2025, at 9:00 A.M. (lST) and will end on Thursday, 25[th] September, 2025, at 5:00 P.M. (lST).
The Register of Members and Share Transfer Books shall remain closed from Friday,19[th] September, 2025 to Friday, 26[th] September, 2025 (both days inclusive) on account of the AGM.
This is for your information and record.
Yours faithfully, For MosChip Technologies Limited
Digitally signed by Suresh Suresh Bachalakura Bachalakura Date: 2025.09.04 19:08:15 +05'30' _______
CS Suresh Bachalakura Company Secretary
Encl: As above
MosChip Technologies Limited
7[th] Floor, My Home Twitza, TSIIC Knowledge City, Hyderabad, Telangana - 500081, India Tel: +91 40 6622 9292, Fax: +91 40 66229393, www.MosChip.Com, CIN: L31909TG1999PLC032184
Corporate Overview
Financial Statements Notice
Statutory Reports
NOTICE OF 26[th] ANNUAL GENERAL MEETING
Notice is hereby given that the 26[th] (Twenty Sixth) Annual General Meeting (AGM) of the members of MosChip Technologies Limited will be held on Friday, the 26[th] day of September, 2025 at 05.00 p.m. (IST) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”), to transact the following businesses:
ORDINARY BUSINESS:
1. To receive, consider and adopt the Audited Financial Statements (Standalone and Consolidated) of the Company for the year ended 31[st] March, 2025 together with the reports of the Board of Director’s and the Auditor’s thereon and in this regard to pass the following resolution as an Ordinary Resolution.
“ RESOLVED THAT the Audited Standalone Financial Statements of the Company for the year ended 31[st] March, 2025 together with the reports of the Auditor’s and Director’s thereon and the Audited Consolidated Financial Statements of the Company for the year ended 31[st] March, 2025 together with the report of the auditor’s thereon be and are hereby received, considered, approved and adopted.”
2. To appoint a Director in place of Mr. Gunupati Venkata Pranav Reddy (DIN: 06381368), who retires by rotation and being eligible offers himself for re-appointment and in this regard to pass the following resolution as an Ordinary Resolution.
SPECIAL BUSINESS:
3. Appointment of Secretarial Auditors of the company and to fix their remuneration
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution.
“ Resolved that pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013, read with Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 as amended from time to time M/s. B S S & Associates, Company Secretaries (Firm Registration No. 3744) be and are hereby appointed as the Secretarial Auditors of the company to hold office for a period of five consecutive years, from the conclusion of this Annual General Meeting, till the conclusion of the 31[st] Annual General Meeting of the Company to be held in the calendar year 2030, at such remuneration as may be mutually agreed between the Board of Directors of the Company and the said Firm.”
“ RESOLVED THAT Mr. Gunupati Venkata Pranav Reddy (DIN: 06381368), who retires by rotation in accordance with Section 152 of the Companies Act, 2013 be and is hereby re-appointed as a director liable to retire by rotation.”
By Order of the Board of Directors For MosChip Technologies Limited
CS Suresh Bachalakura
Place: Hyderabad Date: 29[th] August, 2025
Registered office address:
7[th] Floor, My Home Twitza, TSIIC Hyderabad Knowledge City, Hyderabad, Telangana – 500081.
Company Secretary M. No. A39381
01
Annual Report 2024-25
MosChip Technologies Limited
Notes:
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Pursuant to General Circular number 14/2020 dt. 8.4.2020, 17/2020 dt. 13.4.2020, 20/2020 dt. 5.5.2020, 28/2020 dt. 17.8.2020, 02/2021 dt. 13.1.2021, 19/2021 dt. 8.12.2021, 21/2021 dt. 14.12.2021, 02/2022 dt. 5.5.2022, 10/2022 dated 28.12.2022, 09/2023 dated 25.09.2023 and 09/2024 dated 19.09.2024 issued by the Ministry of Corporate Affairs (MCA) and SEBI Circular no(s). SEBI/HO/ CFD/CMD2/CIR/P/2022/62 dt. 13.05.2022, SEBI/HO/CFD/ PoD-2/P/CIR/2023/4 dt. 5.1.2023, SEBI/HO/CFD/CFD-PoD2/P/CIR/2023/167 dt. 07.10.2023 and SEBI/HO/CFD/CFDPoD-2/P/ CIR/2024/133 dt. 03.10.2024 the companies are allowed to hold the Annual General Meeting through Video Conferencing or Other Audio Visual Means (“VC/ OAVM”), without the physical presence of the Members at a common venue. In compliance with applicable provisions of the Companies Act, 2013 (“Act”) read with aforesaid MCA Circulars and SEBI Circulars, the 26[th] Annual General Meeting of the Company is being conducted through Video Conferencing or Other Audio Visual Means (“VC/OAVM”) (hereinafter referred to as “AGM” ). In accordance with the Secretarial Standard - 2 on General Meetings issued by the Institute of Company Secretaries of India (ICSI) read with Guidance/Clarification dated April 15, 2020 issued by ICSI, the proceedings of the AGM shall be deemed to be conducted at the Registered Office of the Company which shall be the deemed venue of the AGM.
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The Company has appointed M/s KFin Technologies Limited (“KFintech”), Registrar and Share Transfer Agent of the Company, as the authorised agency to provide the VC/OAVM facility for conducting AGM electronically and for voting through remote e-voting or through e-voting at the AGM.
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Pursuant to the provisions of the Act, normally, a Member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/ her behalf who may or may not be a Member of the Company. Since this AGM is being held pursuant to the MCA Circulars through VC/OAVM, physical attendance of Members has been dispensed with. Further as per the MCA and SEBI Circulars, the facility for appointment of proxies by the Members will not be available for the AGM. However, in pursuance of Sections 112 and 113 of the Companies Act, 2013, representatives of the members such as the President of India or the Governor of a State, or body corporate can attend the AGM through VC/ OAVM and cast their votes through e-Voting.
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Institutional/Corporate Shareholders (i.e. other than individuals/HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/Authorization etc., authorizing its representative to attend the AGM on its behalf and to vote either through remote e-voting or during the AGM. The said Resolution/Authorization should be sent electronically through their registered email address to the Scrutinizer at [email protected] with a copy marked to [email protected] and company’s email id at [email protected].
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The Explanatory Statement pursuant to Section 102 of the Act setting out material facts concerning the special business under Item No(s). 3 of the accompanying Notice, is given in the Annexure-1 . The Board of Directors of the Company at its meeting held on 30[th] July, 2025 considered the business mentioned in the notice of the AGM as being unavoidable and needed to be transacted at the 26[th] AGM of the Company.
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The relevant details required to be given under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of director seeking appointment/reappointment at this AGM are given in the Annexure-2 .
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The Company’s Registrar and Share Transfer Agent for its Share Registry Work (Physical and Electronic) is KFin Technologies Limited having office at Selenium Building, Tower B, Plot Number 31-32, Gachibowli, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad, Telangana - 500032.
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Attendance at the AGM: Member will be provided with a facility to attend the AGM through video conferencing platform provided by KFintech. Members may access the same at https://evoting.kfntech.com by clicking “e-AGM - Video Conference & Streaming” and access the Shareholder’s/members’ login by using the remote e-voting credentials which shall be provided as per Note No. 19 below. Kindly refer to Note No. 19 below for detailed instructions for participating in the AGM through Video Conferencing.
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The Members can join the AGM 15 minutes before the meeting or within 15 minutes after the scheduled time of the commencement of the AGM by following the procedure mentioned in the Notice.
02
Corporate Overview
Financial Statements Notice
Statutory Reports
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As per the MCA Circular, facility of joining the AGM through VC/OAVM shall be available for 1,000 members on a first-come-first-served basis. However, this restriction shall not apply to large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc.
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A member’s log-in to the Video Conferencing platform using the remote e-voting credentials shall be considered for record of attendance of such member for the AGM and such member attending the meeting will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013 (the Act).
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Remote e-Voting: Pursuant to the provisions of Section 108 of the Act, Rule 20 of the Companies (Management and Administration) Rules, 2014, Regulation 44 of Listing Regulations, and the MCA Circulars, the Company is providing facility of remote e-voting to its Members through Company’s Registrar and Share Transfer Agent, KFintech. Kindly refer Note No. 19 below for detailed instruction for remote-voting.
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Voting during the AGM: Members who are present at the AGM through VC and have not cast their vote on resolutions through remote e-voting, may cast their vote during the AGM through the e-voting system provided by KFintech in the Video Conferencing platform during the AGM. Kindly refer Note No. 20 below for instruction for e-voting during the AGM.
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The Company has fixed September 19, 2025 as the cut-off date for identifying the Members who shall be eligible to vote through remote e-voting facility or for participation and voting in the AGM. A person whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on the cut-off date shall be entitled to vote on the resolutions through the facility of Remote e-Voting or participate and vote in the AGM.
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The Register of Members and Transfer Book of the Company will be closed from September 19, 2025 to September 26, 2025 (both days inclusive).
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In compliance with the aforesaid MCA Circulars and SEBI Circulars, Notice of the AGM along with the Integrated Report for the financial year ended March 31, 2025 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/Depositories. The Notice calling the AGM and the Integrated Report has been uploaded on the website of the Company at https://moschip.com. The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited at https://www. bseindia.com and National Stock Exchange of India Limited at https://www.nseindia.com. The same is also available on the website of KFintech at their website address at https://evoting.kfntech.com.
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In view of the “Green Initiatives in Corporate Governance” introduced by MCA and in terms of the provisions of the Act, Members who are holding shares of the Company are required to register their email addresses, so as to enable the Company to send all notices/reports/documents/intimations and other correspondences, etc., through emails in the electronic mode instead of receiving physical copies of the same.
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i. Members holding shares in dematerialised form, who have not registered their email Id’s with Depository Participant(s), are requested to register/update their email addresses with their Depository Participant(s).
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ii. Members holding shares in physical form may register their email address and mobile number with Company’s Registrar and Share Transfer Agent, KFintech by sending an e-mail request at the email ID [email protected] along with scanned copy of the duly signed request letter by the first holder providing the email ID, mobile number, self-attested PAN copy and copy of share certificate for registering their email address and receiving the Integrated Report, AGM Notice and the e-voting instructions.
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iii. Those members who have registered their e-mail address, mobile no., postal address and bank account details are requested to validate/ update their registered details by contacting the Depository Participant in case of shares held in electronic form or by contacting KFintech, the Registrar and Share Transfer Agent of the Company, in case of shares held in physical form.
03
Annual Report 2024-25
MosChip Technologies Limited
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Instructions to the Members for attending the AGM through Video Conference.
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i. For attending the AGM: Member will be provided with a facility to attend the AGM through video conferencing platform provided by KFintech. Members may login into its website link https:// emeetings.kfntech.com/loginv2.aspx by using the remote e-voting credentials. After logging in, click on “Video Conference” option and the Name of the Company can be selected.
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ii. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the instructions provided in remote e-voting in Note No. 19 below.
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iii. Members are encouraged to join the Meeting through Desktops, Laptops, Smart phones, Tablets and iPads with Google Chrome (preferred browser), Safari, Internet Explorer, Microsoft Edge, Mozilla Firefox 22 for better experience.
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iv. Further, Members will be required to allow access to the Camera, if any, and are requested to use Internet with good speed to avoid any disturbance during the meeting.
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v. Please note that participants using Mobile Devices or Tablets or Laptops or accessing the internet via “Mobile Hotspot” may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended to use Stable WiFi or LAN Connection to mitigate any kind of aforesaid glitches.
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vi. Facility of joining the AGM through VC/OAVM shall open 30 minutes before the time scheduled for the AGM and will be available for Members on first-come-first-served basis. Facility of joining AGM will be closed on expiry of 15 minutes from the schedule time of the AGM.
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vii. Members who wish to inspect the Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of Companies Act, 2013 and Register of Contracts or arrangements in which directors are interested maintained under Section 189 of the Companies Act, 2013, can send an email to investorrelations@ moschip.com
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Instructions for members for remote e-Voting: In compliance with the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended and the provisions of Regulation 44 of the Listing Regulations the Members are provided with the facility to cast their vote remotely on all resolutions set-forth in this notice through remote e-voting platform provided by KFintech (‘remote e-voting’). Members attending the AGM who have not already cast their vote by remote e-voting shall be able to cast their vote electronically during the meeting (e-voting) when window for e-voting is activated upon instructions of the Chairman.
However, in pursuant to SEBI Circular No. SEBI/HO/ CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on “e-voting facility provided by Listed Companies”, 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/DPs in order to increase the efficiency of the voting process. 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. Shareholders are advised to update their mobile number and e-mail ID with their DPs to access e-voting facility.
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i. The remote e-voting facility will be available during the following period:
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a. Day, date and time of commencement of remote e-voting Tuesday, September 23[rd] 2025 (9.00 A.M. IST) and ends on Thursday, September 25[th] 2025 (5.00 P.M. IST).
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b. Day, date and time of end of remote e-voting is Thursday, September 25[th] 2025 at (5:00 P.M. IST), beyond which remote e-voting will not be allowed.
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ii. Details of Website: https://evoting.kfntech.com
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iii. The voting rights of the Members holding shares in physical form or in dematerialised form, in respect of e-voting shall be reckoned in proportion to their share in the paid-up equity share capital as on the cut-off date being September 19[th] 2025. A
04
Corporate Overview
Financial Statements Notice
Statutory Reports
person who is not a Member as on the cut-off date should treat Notice of this Meeting for information purposes only.
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iv. The Company is sending through email, the AGM Notice and the Annual Report to the shareholders whose name is recorded as on August 29[th] 2025 in the Register of Members or in the Register of Beneficial Owners maintained by the depositories. Any person who acquires Shares of the Company and becomes Member of the Company after August 29[th] 2025 being the date reckoned for sending through email, the AGM Notice & Integrated Report and who holds shares as on the cut-off date i.e. September 19[th] 2025 may obtain the User Id and password in the manner as mentioned below:
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a) If the mobile number of the Member is registered against Folio No./DP ID and Client ID, the Member may send SMS:MYEPWD ‘e-voting Event Number + Folio number or DPID Client ID to +91-9212993399. Example for NSDL: MYEPWDIN12345612345678 Example for CDSL: MYEPWD1402345612345678 Example for Physical: MYEPWDXXXX1234567890
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b) If e-mail address or mobile number of the Member is registered against Folio No./DP ID and Client ID, then on the home page of https://evoting.kfintech.com, the Member may click “Forgot Password” and enter Folio No. Or DP ID and Client ID and PAN to generate a password.
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c) Member may call KFintech’s Toll free number 1800-3094-001. Member may also send an e-mail request to [email protected].
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vi. Details of persons to be contacted for issues relating to e-voting:
Shri. Veeda Raghunath, Manager – Corporate Registry, KFin Technologies Limited, Unit: MosChip Technologies Limited, Selenium Building, Tower B, Plot No. 31-32, Gachibowli, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad – 500 032. Contact Toll Free No.: 18003094-001.
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vii. Details of Scrutinizer: Shri S. Srikanth, Partner, representing M/s. B S S & Associates, Practicing Company Secretaries (Unique Code of Partnership Firm: P2012AP02600) has been appointed as the Scrutinizers to scrutinize the e-voting process in a fair and transparent manner.
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viii. A Member can opt only for single mode of voting i.e., through remote e-voting or voting at the AGM. If a member casts votes by both modes, then voting done through remote e-voting shall prevail and vote at the AGM shall be treated as invalid.
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ix. The details of the process and manner for remote e-Voting and e-AGM are explained herein below:
Step 1: Access to Depositories e-Voting system in case of individual shareholders holding shares in demat mode.
Step 2: Access to KFintech e-Voting system in case of shareholders holding shares in physical and non-individual shareholders in demat mode.
Step 3: Access to join virtual meetings (e-AGM) of the Company on KFintech system to participate e-AGM and vote at the AGM.
- v. The remote e-voting will not be allowed beyond the aforesaid date and time and the e-voting module shall be disabled by KFintech upon expiry of aforesaid period.
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Annual Report 2024-25
MosChip Technologies Limited
Details on Step 1 are mentioned below:
- I) Login method for remote e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
| Type of shareholders | Login | Login | Method |
|---|---|---|---|
| Individual | 1. | User already registered for IDeAS facility: | |
| Shareholders holding securities in demat mode with NSDL |
i. ii. |
Visit URL:https://eservices.nsdl.com/ Click on the “Benefcial Owner” icon under “Login” under‘IDeAS’ section. |
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| iii. | On the new page, enter User ID and Password. Post successful authentication, click | ||
| on “Access to e-Voting” | |||
| 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 | ||
| i. | To register click on link :https://eservices.nsdl.com/ | ||
| ii. iii. |
Select “Register Online for IDeAS” or click at: https://eservices.nsdl.com/SecureWeb/ IdeasDirectReg.jsphttps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp Proceed with completing the required felds. |
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| iv. | Follow steps given in points 1 | ||
| 3. | Alternatively by directly accessing the e-Voting website of NSDL | ||
| i. | Open URL:https://www.evoting.nsdl.com/ | ||
| ii. | Click on the icon “Login” which is available under Shareholder/Member’ section. | ||
| iii. | A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number held with NSDL), Password / OTP and a Verifcation Code as shown on the screen. |
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| iv. | Post successful authentication, you will be requested to select the name of the | ||
| company and the eVoting Service Provider name, i.e. KFintech. | |||
| v. | On successful selection, you will be redirected to KFintech e-Voting page for | ||
| casting your vote duringthe remote e-Voting period. | |||
| Individual | 1. | Existing user who have opted for Easi / Easiest | |
| Shareholders holding securities in demat mode with CDSL |
i. ii. |
Visit URL: https://web.cdslindia.com/myeasi/home/loginor URL: http://www. cdslindia.com/ Click on New System Myeasi |
|
| iii. | Login with your registered user id and password. | ||
| iv. | The user will see the e-Voting Menu. The Menu will have links of ESP i.e. KFintech | ||
| e-Voting portal. | |||
| v. | Click on e-Voting service provider name to cast your vote. | ||
| 2. | User not registered for Easi/Easiest | ||
| i. | Option to register available athttps://web.cdslindia.com/myeasi/Registration/ | ||
| EasiRegistration | |||
| ii. | Proceed with completing the required felds. | ||
| iii. | Follow the steps given in point 1. | ||
| 3. | Alternatively, by directly accessing the e-Voting website of CDSL | ||
| i. | Visit URL:http://www.cdslindia.com/ | ||
| ii. | Provide your demat Account Number and PAN No. | ||
| iii. | System will authenticate user by sending OTP on registered Mobile & Email as | ||
| recorded in the demat Account. | |||
| iv. | After successful authentication, user will be provided links for the respective ESP, i.e | ||
| KFintech where the e- Votingis inprogress. |
06
Corporate Overview Statutory Reports
Financial Statements
Notice
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Type of shareholders Login Method
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| Individual Shareholder login |
I. You can also login using the login credentials of your demat account through your DP registered with NSDL /CDSL for e-Voting facility. |
|---|---|
| through their demat accounts / Website of Depository Participant |
II. Once logged-in, you will be able to see e-Voting option. Once you click on e-Voting option, you 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 – Kfntech and you will be redirected to e-Voting website of KFintech for casting your vote duringthe remote eVoting period without anyfurther 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.
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 |
|---|---|
| Securities held | Please contact NSDL helpdesk by sending a request [email protected] call at toll |
| with NSDL | free no.: 1800 1020 990 and 1800 22 44 30 |
| Securities held | Please contact CDSL helpdesk by sending a request [email protected] |
| with CDSL | or contact at 022- 23058738 or 022-23058542-43 |
Details on Step 2 are mentioned below:
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II) Login method for e-Voting for shareholders other than Individual’s shareholders holding securities in demat mode and shareholders holding securities in physical mode.
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A. Members whose email IDs are registered with the Company/ Depository Participants (s), will receive an email from KFintech 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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i. Launch internet browser by typing the URL: https://evoting.kfntech.com/
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ii. Enter the login credentials (i.e. User ID and password). In case of physical folio, User ID will be EVEN (E-Voting Event Number) 9148, 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 KFintech for e-voting, you can use your existing User ID and password for casting the vote.
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iii. After entering these details appropriately, click on “LOGIN”.
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iv. 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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v. You need to login again with the new credentials.
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vi. On successful login, the system will prompt you to select the “EVEN” i.e., ‘ MOSCHIP TECHNOLOGIES LIMITED - AGM ” and click on “Submit”
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Annual Report 2024-25
MosChip Technologies Limited
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vii. On the voting page, enter the number of shares (which represents the number of votes) as on the Cut-off Date under “FOR/ AGAINST” or alternatively, you may partially enter any number in “FOR” and partially “AGAINST” but the total number in “FOR/ AGAINST” taken together shall not exceed your total shareholding as mentioned herein above. You may also choose the option ABSTAIN. If the Member does not indicate either “FOR” or “AGAINST” it will be treated as “ABSTAIN” and the shares held will not be counted under either head.
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viii. Members holding multiple folios/demat accounts shall choose the voting process separately for each folio/ demat accounts.
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ix. 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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x. You may then cast your vote by selecting an appropriate option and click on “Submit”.
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xi. 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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B. Members whose email IDs are not registered with the Company/Depository Participants(s), and consequently the Notice of AGM and e-voting instructions cannot be serviced, will have to follow the following process:
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i. Members who have not registered their email address and in consequence the Notice of AGM and e-voting instructions cannot be serviced, may temporarily get their email address and mobile number registered with KFintech, by accessing the link:https://ris.kfintech.com/clientservices/ mobilereg/mobileemailreg.aspxMembers are requested to follow the process as guided to capture the email address and mobile number for sending the soft copy of the notice and e-voting instructions along with the User ID and Password. In case of any queries, member may write to [email protected].
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ii. Alternatively, member may send an e-mail request at the email id [email protected] along with scanned copy 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 Notice of AGM and the e-voting instructions.
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iii. After receiving the e-voting instructions, please follow all steps above to cast your vote by electronic means.
Details on Step 3 are mentioned below:
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xii. 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 attend the AGM through VC / OAVM on its behalf and to cast its vote 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]. The scanned image of the abovementioned documents should be in the naming format “Corporate Name Even No.”
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III) Instructions for all the shareholders, including Individual, other than Individual and Physical, for attending the AGM of the Company through VC/ OAVM and e-Voting during the meeting.
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i. Member will be provided with a facility to attend the AGM through VC / OAVM platform provided by KFintech. Members may access the same at https://emeetings.kfntech.com/by using the e-voting login credentials provided in the email received from the Company/KFintech. After logging in, click on the Video Conference tab and select the EVEN of the Company. Click on the video symbol and accept the meeting etiquettes to join the meeting. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned above.
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Corporate Overview
Financial Statements Notice
Statutory Reports
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ii. Facility for joining AGM though VC/ OAVM shall open at least 15 minutes before the commencement of the Meeting.
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iii. Members are encouraged to join the Meeting through Laptops/ Desktops with Google Chrome (preferred browser), Safari, Internet Explorer, Microsoft Edge, Mozilla Firefox 22.
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iv. Members will be required to grant access to the webcam to enable VC / OAVM. Further, Members connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended to use Stable WiFi or LAN Connection to mitigate any kind of aforesaid glitches.
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v. As the AGM is being conducted through VC / OAVM, for the smooth conduct of proceedings of the AGM, Members are encouraged to express their views / send their queries in advance mentioning their name, demat account number / folio number, email id, mobile number at investor.relations@ MosChip.com. Questions /queries received by the Company till 05 PM on Thursday, September 25[th] 2025 shall only be considered and responded during the AGM.
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vi. The Members who have not cast their vote through remote e-voting shall be eligible to cast their vote through evoting system available during the AGM. E-voting during the AGM is integrated with the VC / OAVM platform. The Members may click on the voting icon displayed on the screen to cast their votes.
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vii. A Member can opt for only single mode of voting i.e., through Remote e-voting or voting at the AGM.
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viii. Facility of joining the AGM through VC / OAVM shall be available for at least 2000 members on first come first served basis.
OTHER INSTRUCTIONS
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I. Speaker Registration: The Members who wish to speak during the meeting may register themselves as speakers for the AGM to express their views. They can visit https://emeetings.kfntech.com/and login through the user id and password provided in the mail received from Kfintech. On successful login, select ‘Speaker Registration’, which will remain open from Monday, September 22[nd] 2025, 09:00 A.M. till Thursday, September 25[th] 2025, 5:00 P.M. Members shall be provided a ‘queue number’ before the meeting. The Company reserves the right to restrict the speakers at the AGM to only those Members who have registered themselves, depending on the availability of time for the AGM.
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II. Post your Question: The Members who wish to post their questions prior to the meeting can do the same by visiting https://emeetings.kfntech.com. Please login through the user id and password provided in the mail received from Kfintech. On successful login, select ‘Post Your Question’ option which will remain open from Monday, September 22[nd] 2025, 09:00 A.M. till Thursday, September 25[th] 2025, 5:00 P.M
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III. In case of any query and/or grievance, in respect of voting by electronic means, Members may refer to the Help & Frequently Asked Questions (FAQs) and E-voting user manual available at the download section of https://evoting.kfintech.com/(KFintech Website) or contact Mr. V Raghunath, Manager – RIS, at evoting@ kfntech.com or call KFintech’s toll free No. 1-800-3094001 for any further clarifications.
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IV. The Members, whose names appear in the Register of Members / list of Beneficial Owners as on Friday, September 19[th] 2025, being the cut-off date, are entitled to vote on the Resolutions set forth in this Notice. A person who is not a Member as on the cut-off date should treat this Notice for information purposes only. Once the vote on a resolution(s) is cast by the Member, the Member shall not be allowed to change it subsequently.
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ix. Institutional Members are encouraged to attend and vote at the AGM through VC / OAVM.
09
Annual Report 2024-25
MosChip Technologies Limited
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V. The Scrutinizer shall, immediately after the conclusion of AGM, count the votes cast at the AGM and thereafter, unblock the votes cast through remote e-voting in the presence of at least two witnesses, who are not in the employment of the Company. The Scrutinizer shall submit a consolidated Scrutinizer’s Report of the total votes cast in favour of or against, if any, within the prescribed time limit after the conclusion of the AGM to the Chairman or a person authorised by him. The Chairman or any other person authorised by him shall declare the result of the voting forthwith.
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VI. The resolution(s) will be deemed to be passed on the AGM date subject to receipt of the requisite number of votes in favour of the resolution(s). The Results declared along with the Scrutinizer’s Report(s) will be available on the website of the Company at https:// www.moschip.com and Service Provider’s website at https://evoting.kfntech.com/and the communication will be sent to the BSE Limited.
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VII. Members may kindly note that in accordance with SEBI Circular reference SEBI/HO/OIAE/OIAE_IAD-1/P/ CIR/2023/131 dated July 31, 2023, the Company has registered on the newly launched SMART ODR Portal (Securities Market Approach for Resolution through Online Disputes Resolution Portal). This platform aims to enhance investor grievance resolution by providing access to Online Dispute Resolution Institutions for addressing complaints. Members can access the SMART ODR Portal via the following link: https://smartodr. in/login. Members may feel free to utilise this online conciliation and/or arbitration facility, as outlined in the circular, to resolve any outstanding disputes between Members and the Company (including RTA).
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VIII. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote at the AGM.
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IX. Since the AGM will be held through VC/OAVM, the Route Map, proxy form and attendance slip are not annexed to this Notice.
10
Corporate Overview Statutory Reports
Financial Statements
Notice
EXPLANATORY STATEMENT
[Pursuant to Section 102(1) of the Act, the following Explanatory Statement sets out material facts relating to the business under Item No. 3 of the accompanying Notice dated: 29[th] August, 2025 convening the 26[th] Annual General Meeting of the Company scheduled for 26[th] September, 2025.]
Item No.3 Ordinary Resolution: Appointment of Secretarial Auditors of the company and to fix their remuneration
Pursuant to the amended provisions of Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), vide SEBI Notification dated December 12, 2024 and provisions of Section 204 of the Companies Act, 2013 (‘Act’), Based on the recommendations of the Audit Committee, the board has considered the appointment of M/s.B S S & Associates, Company Secretaries, a Peer Reviewed firm (Firm Registration No. 3744), as the secretarial auditors of the Company, for a term of five consecutive years, commencing from the conclusion of the 26[th] Annual General Meeting of the Company till the conclusion of the 31[st] Annual General Meeting to be held in the year 2030.
Disclosure under Regulation 36(5) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
| S. No Particulars |
Remarks |
|---|---|
| 01 Proposed Fee Payable |
I1,50,000 /-plus applicable taxes and out ofpocket expenses. |
| 02 Terms of appointment |
M/s. B S S & Associates, Company Secretaries, will hold offce from the conclusion of the 26thAnnual General Meeting till the conclusion of the 31stAnnual General Meeting to conduct the secretarial audit of the Company for the fnancial years 2025-26 to 2029-30 |
| 03 Any material Change in |
No such change. |
| the fee payable to auditor | |
| from that paid to the | |
| outgoing auditor along | |
| with the rationale for such | |
| change | |
| 04 Basis of recommendation |
M/s. B S S & Associates, Company Secretaries, was founded by a Practicing |
| for appointment including | Company Secretary, CS S. Srikanth, who is also a Registered Valuer and |
| the details in relation to and credentials of the |
Insolvency Professional, having vast experience in dealing with Corporates with respect to corporate law, SEBI, FEMA/RBI, Insolvency & Bankruptcy and |
| statutory auditor (s) | Valuation. He along with his team of professionals through their unrelenting |
| proposed to be appointed. | quest for excellence have established their remarkable position in the related professional feld. During the last 17 years of its existence, it has grown into a multifaceted big sized Company Secretary frm offering a broad spectrum of services to its diverse clientele. The frm has had a long and trustworthy history. Since the frm’s formation in 2008, the frm has pride itself on values such as professionalism, dedication, responsibility, honesty Serving to the wider business community from the last 17 years, frm enjoyed unparalleled reputation and respect of clients, who trust and rely on us for our expertise and |
| professionalism. |
M/s. B S S & Associates, Company Secretaries have given their consent and confirmed that their appointment will be in accordance with Section 204 of Companies Act, 2015 read with SEBI (LODR) Regulations, 2015. The Board recommends the Ordinary Resolution set out at Item No. 03 of the Notice for approval by the Members.
None of the Directors or the Key Managerial Personnel (KMP) of the company or the relatives of Directors and KMPs is concerned or interested, financially or otherwise in the Resolution proposed in Item No. 03.
11
Annual Report 2024-25
MosChip Technologies Limited
Details of Directors seeking Appointment/ Re-appointment in the ensuing Annual General Meeting pursuant to Regulation 36(3) of SEBI (LODR) Regulations, 2015 and Secretarial Standard-2
==> picture [512 x 556] intentionally omitted <==
----- Start of picture text -----
Particulars Mr. Gunupati Venkata Pranav Reddy
DIN 06381368
Date of Birth & Age 24 [th] May, 1986
39 years
Date of First Appointment 04/11/2023
Designation/category of the Director Non-Executive& Non Independent Director
Qualifications Bachelors in Finance and Business Management from Kelley School of
Business at Indiana University, Bloomington, US
Expertise in specific functional areas Entrepreneurship, general administration, management, strategy,
infrastructure
Experience (in years) 17 years
Remuneration last drawn Not applicable
Remuneration sought to be paid Payment of sitting fees for attending meeting of Board of Directors and
Committees thereof.
Terms and conditions of appointment or The terms and condition of appointment of the Non-executive and Non
re-appointment Independent Directors are uploaded on the website of the Company
https://moschip.com/board-of-directors/ and is available for
inspection.
Directorships in other Companies (other than 1) Srinivasa Resorts Limited
listed companies) 2) Monochrome Foods Private Limited
3) Ramesh’s Aerospace Products & Services Private Limited.
4) GSR Ventures Private Limited
5) Mudhra Labs Private Limited
6) Mudhra Lifesciences Private Limited
7) Matrix Pharmacorp Private Limited
Directorships held in other public companies 01
(excluding foreign
Companies and Section 8 companies)
Names of listed Companies, if any.
Member of the Committees of other 0
Companies on which he/she is a Member
Chairmanship of the Committees of other 0
Companies.
Names of listed entities from which the Nil
person has resigned in the past three years
Number of equity shares held in Nil
the Company
No of Board Meetings attended during the 04
last year
Disclosure of Inter-se relationship between No inter-se relationship between Directors and KMP’s
Directors and KMP’s.
Information as required pursuant to BSE We affirm that Mr. Gunupati Venkata Pranav Reddy is not debarred from
Circular no. LIST/ COMP/14/2018-19 and holding the office of director by virtue of any order of SEBI or any other
Circular of National Stock exchange of India such authority. Nomination and Remuneration Committee and the
Limited having Ref No. NSE/CML/2018/ 24 Board of directors of the Company has also verified that Mr. Gunupati
dated June 20, 2021. Venkata Pranav Reddy is not debarred from holding the office of director
pursuant to any SEBI Order.
----- End of picture text -----
The profile of the Directors is available on the Company’s website at https://moschip.com/board-of-directors/.
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