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Pfizer Ltd. AGM Information 2020

Sep 5, 2020

60507_rns_2020-09-05_df62136a-a048-4acd-8d6d-479ca8809ca6.pdf

AGM Information

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Limited

The Capital, 1802 / 1901, Plot No. C - 70, G Block, Bandra Kurla Complex, Bandra (East), Mumbai 400 051. Tel : +91 22 6693 2000 Fax : +91 22 2654 0274

September 5, 2020

The Corporate Relationship Dept. The Manager, Listing Dept. BSE Limited The National Stock Exchange of India Ltd. 1[st] 1st Floor, P. J. Towers Exchange Plaza, 5[th] Floor, Dalal Street, Fort Plot No. C/1, G Block Mumbai – 400 001 Bandra-Kurla Complex, Bandra (E) Scrip Code: 500680 Mumbai – 400 051 Scrip Symbol: PFIZER

Dear Sirs,

Sub: Proceedings of the 69[th] Annual General Meeting – Pfizer Limited

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, please find enclosed proceedings of the 69[th] Annual General Meeting of the Company held on September 4, 2020 at 3.00 p.m. and concluded at 5.28 p.m.

We request you to kindly take the same on record.

Thanking you, Yours truly,

For Pfizer Limited

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Prajeet Nair Company Secretary

CIN: L24231MH1950PLC008311 [email protected] www.pfizerindia.com

Limited

The Capital, 1802 / 1901, Plot No. C - 70, G Block, Bandra Kurla Complex, Bandra (East), Mumbai 400 051. Tel : +91 22 6693 2000 Fax : +91 22 2654 0274

Fair Summary of Proceedings of the 69[th] Annual General Meeting of Pfizer Limited held on Friday, September 4, 2020 at 3.00 p.m. (IST) through Video Conferencing (‘‘VC’’) / Other Audio-Visual Means (“OAVM”).

  1. The 69[th] Annual General Meeting of the Members of Pfizer Limited was held on Friday, September 4, 2020 at 3.00 p.m. (IST) through Video Conferencing ("VC") / Other AudioVisual Means ("OAVM"). The Meeting commenced at 3.00 p.m. (IST) and concluded at 5.28 p.m. (IST).

  2. The Chairman, Mr. R. A Shah had expressed his inability to attend the Annual General Meeting due to certain personal reasons.

  3. At the request of other Directors present at the Meeting, Mr. Pradip Shah chaired the Annual General Meeting. Mr. R. A. Shah had authorized Mr. Pradip Shah to represent him as the Chairman of the Audit Committee at the said Meeting.

  4. The Managing Director - Mr. S. Sridhar, Executive Director (Finance) & Chief Financial Officer – Mr. Milind Patil, Executive Director (Legal) – Mr. Samir Kazi and the Company Secretary – Mr. Prajeet Nair attended the Annual General Meeting from the Registered Office of the Company via Video Conferencing.

  5. The Independent Directors, Mr. Pradip Shah, Mr. Uday Khanna, Mr. Sunil Lalbhai and Ms. Meena Ganesh attended the Meeting from their respective residences via Video Conferencing.

  6. The Statutory Auditors and the Secretarial Auditor also attended the Meeting via Video Conferencing.

  7. Mr. Pradip Shah took the Chair and conducted the 69[th] Annual General Meeting of the Company.

  8. The requisite quorum being present, the Chairman called the Meeting to order.

  9. Mr. Pradip Shah informed that in view of the continuing Covid-19 pandemic, the Meeting was held through VC/ OAVM in compliance with the circulars issued by the Ministry of Corporate Affairs, Government of India and Securities and Exchange Board of India.

  10. Mr. Pradip Shah further informed about the representations received from Corporate Shareholders. As the Meeting was conducted virtually without the presence of members in person, the Proxy facility was not necessitated and accordingly had not been provided. Further the registers as required under Companies Act, 2013 were available for inspection in electronic mode.

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CIN: L24231MH1950PLC008311

[email protected] www.pfizerindia.com

  1. Mr. Pradip Shah thereafter introduced all the Members of the Board and KMP attending the Meeting.

  2. Mr. Prajeet Nair thereafter explained the guidelines regarding participation at the Annual General Meeting.

  3. Mr. Prajeet Nair stated that under the Companies Act, 2013, remote e-voting on the proposed resolutions contained in the notice of the Annual General Meeting was mandatory and same had been provided by the Company. Mr. Bhumitra Dholakia, Designated Partner of Dholakia & Associates LLP, had been appointed as a Scrutinizer for remote e-voting and e-voting during this Annual General Meeting.

  4. Mr. Pradip Shah thereafter delivered the Chairman's Speech to the Shareholders.

  5. Mr. S. Sridhar, Managing Director thereafter made a presentation to the Members, inter alia, giving an overview of the Pharmaceutical Industry, Indian Economy, Company’s Performance in 2019-20 and Q1 2020-21.

  6. With the consent of the Members, the Notice Convening the 69[th] Annual General Meeting, having been circulated to all the Members, was taken as read.

  7. Since there was no qualification in the Independent Auditor’s Report, the same was not required to be read and with the permission of the Members, Independent Auditor’s Report was taken as read.

  8. The Chairman then read the business agenda items which the Company proposed to transact vide the Notice of the 69[th ] Annual General Meeting.

Ordinary Business:

  • I. To receive, consider and adopt the Audited Financial Statements of the Company for the Financial year ended March 31, 2020, together with the Reports of the Board of Directors and Auditors there on. – Ordinary Resolution.

  • II. To declare a dividend of Rs. 10 (100%) per equity share for the financial year ended March 31, 2020. – Ordinary Resolution.

  • III. To appoint a Director in place of Mr. Milind Patil (DIN: 02546815), who retires by rotation and being eligible, offers himself for re-appointment. – Ordinary Resolution.

Special Business:

  • IV. To consider and appoint Mr. Samir Kazi (DIN: 07184083) as a Director of the Company, liable to retire by rotation. – Ordinary Resolution.

  • V. To consider and appoint Mr. Samir Kazi (DIN: 07184083} as a Whole-time Director of the Company for a period of 5 years effective February 14, 2020. – Ordinary Resolution.

  • VI. To consider and ratify remuneration payable to Messrs. RA & Co., Cost Accountants for the financial year ending March 31, 2021. – Ordinary Resolution.

  1. The Chairman thereafter took up the Agenda items as per the Notice and invited questions and queries from the Members.

  2. The pre-registered speakers, attending the Meeting raised certain queries/clarifications and the same were duly answered by the Chairman and Managing Director.

  3. The Chairman thereafter informed the Members that e-voting window was already opened and shall be kept open till 15 minutes from the conclusion of this Meeting.

  4. The Shareholders were informed that the results of the remote e-voting and e-voting conducted during Annual General Meeting would be declared on or before September 6, 2020.

  5. As no other business was brought forward for transaction, the meeting concluded at 5.28 p.m.

Thanking You,

Yours Truly, For PFIZER LIMITED

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Prajeet Nair Company Secretary

Date: September 5, 2020