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Panache Digilife Limited AGM Information 2024

Sep 26, 2024

62513_rns_2024-09-26_c4e88b6d-f7df-4bfe-afc3-098d6d0cc1ce.pdf

AGM Information

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September 26, 2024

To,

Manager – Listing Department, National Stock Exchange of India Limited Exchange Plaza, Plot No. C-1, G Block, Bandra Kurla Complex, Bandra East, Mumbai – 400 051

Subject: Proceedings of the Seventeenth Annual General Meeting. NSE Symbol- PANACHE

Dear Sir/ Madam,

Pursuant to Regulation 30 read with Para A of Part A of Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed proceedings of the Seventeenth Annual General Meeting of the Panache Digilife Limited held on Thursday, September 26, 2024 at 3.00 p.m. through electronic mode (Video Conference or Other Audio-Video Means) and concluded at 3.14 p.m.

We request you to take the aforesaid on records.

Thanking you,

Yours faithfully,

For Panache Digilife Limited

HARSHIL Digitally signed by HARSHIL RAJESH RAJESH CHHEDA Date: 2024.09.26 CHHEDA 17:34:01 +05'30' ______ Harshil Chheda

Company Secretary & Compliance Officer

Encl: as above

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PROCEEDINGS OF THE SEVENTEENTH ANNUAL GENERAL MEETING (“AGM”) OF PANACHE DIGILIFE LIMITED (“THE COMPANY”) HELD ON THURSDAY, SEPTEMBER 26, 2024 AT 3:00 P.M. THROUGH ELECTRONIC MODE (VIDEO CONFERENCE OR OTHER AUDIO-VIDEO MEANS) AND CONCLUDED AT 3.14 P.M.

Present:

Mr. Amit Rambhia Chairman & Managing Director Mr. Nikit Rambhia Joint Managing Director Mr. Nitesh Savla CFO & Whole Time Director

Mr. Shailesh Gala Independent Director and Chairperson of Audit Committee and Stakeholder’s Relationship Committee Mrs. Tejaswini More Independent Director and Chairperson of Nomination and Remuneration Committee

In Attendance:

  • Mr. Harshil Chheda Company Secretary & Compliance Officer

Invitees:

Mr. Jayesh Salia Mr. Dharmesh Zaveri

Representative, M/s Jain Salia & Associates Representative, M/s D.M. Zaveri & Co & Scrutinizer

  1. Mr. Harshil Chheda, Company Secretary welcomed the Members to the Seventeenth AGM held through video conference and informed the Members that AGM Notice along with Audited Financial Statement for the financial year ended March 31, 2024 together with Board’s and Auditor’s Report were sent through electronic mode to all Members on their registered email addresses.

  2. The Company Secretary further informed that documents / registers as per the regulatory requirement were available for inspection electronically to the Members requesting for the same. Members were also informed that the facility for appointment of proxies by the Members was not applicable as the AGM was held through video conference and hence the proxy register was not available for inspection.

  3. The Company Secretary further informed the Members that the Company had provided remote e-voting facility to the Members to exercise their right to vote on the business items transacted at the AGM, by electronic means, between Monday, September 23, 2024 from 9:00 a.m. to Wednesday, September 25, 2024 to 5:00 p.m. as stated in the Notice of AGM.

  4. The Company Secretary further informed the Members that those who had not voted through remote e-voting and who participated in the AGM could vote through the e-voting process conducted at the AGM till 15 minutes from the time of closure of the meeting.

  5. The Company Secretary further informed the Members that Mr. Dharmesh Zaveri, Practicing Company Secretary had been appointed as the Scrutinizer of the meeting and the results of the voting will be announced and would be displayed on the website of the Company and will also be submitted to the stock exchange.

  6. Mr. Amit Rambhia, Chairman of the Board of Directors of the Company introduced himself and welcomed the Members who were participating at the AGM through video conference. Further, he informed the Members that the Company had taken all feasible efforts to enable Members to participate through video conference and vote at the AGM. After confirming the requisite

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quorum was present through video conference, the Chairman called the AGM to order and commenced the proceedings.

  1. On request by the Chairman, the other Board members who were attending the AGM through the video conference facility introduced themselves. Further, the Chairman informed the members that Mr. Jayesh Rambhia could not attend the meeting and had sought leave of absence for this meeting. Thereafter, he introduced representatives of M/s. Jain Salia & Associates, Statutory Auditors and M/s. D.M. Zaveri & Co., Secretarial Auditors who were attending the meeting over video conference.

  2. As a part of the Chairman’s address, the Chairman provided the Members an update on the Company’s performance for FY 2023-24 along with snapshot on current on-goings, strategic directions and future outlook of the Company.

  3. The Chairman informed the Members that, with the Notice already circulated to all Members, the Notice convening the AGM was taken as read. Further, he also informed that the Report of Financial Statements by Statutory Auditor and the Secretarial Audit Report were also taken as read and there were no observations or qualification in the said Reports having adverse effect on the functioning of the Company.

  4. The following business items were transacted at the meeting and passed with requisite majority.

Sr. No. Particulars Type of
Resolution
Ordinary Business:
1. Adoption of audited standalone and consolidated financial
statements of the Company for the financial year ended
March 31, 2024, together with the reports of the Board of Directors
and Auditors thereon.
Ordinary
2. Appointment of Mr. Nikit Rambhia, Director (DIN 00165678), who
retires by rotation and being eligible, offers himself for
re-appointment.

Ordinary
Special Business:
3. Ratification of the remuneration of the Cost Auditor for the financial
year ending March 31, 2025.
Ordinary
4. Approval of Loans, Investments, Guarantee or Security under
Section 185 of Companies Act, 2013
Special
  1. The Chairman then requested the Members who had registered themselves as speakers to ask questions concerning the Annual Report. However, there were no questions raised by the Members who had attended the meeting.

  2. The Chairman further informed e-voting facility would remain open for 15 minutes post conclusion of the AGM and requested the Members who had not exercised their votes through the remote e-voting facility, to cast their votes through this e-voting facility.

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  1. The Chairman thanked the Members for their participation in the meeting and the AGM was concluded at 3.14 p.m.

  2. Thereafter, the voting process was concluded.

For Panache Digilife Limited

HARSHIL Digitally signed by HARSHIL RAJESH RAJESH CHHEDA Date: 2024.09.26 CHHEDA 17:34:32 +05'30'

_____ Harshil Chheda

Company Secretary & Compliance Officer

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