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Pfizer Ltd. Regulatory Filings 2023

May 29, 2023

60507_rns_2023-05-29_b4dd4238-f591-429f-a473-662871f92bd0.pdf

Regulatory Filings

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Pfizer 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

May 29, 2023

The Corporate Relationship Dept. BSE Limited 1st Floor, P.J.Towers Dalal Street, Fort Mumbai – 400 001 Scrip Code: 500680

The Manager, Listing Dept. The National Stock Exchange of India Ltd. Exchange Plaza, 5th Floor, Plot No. C/1, G Block Bandra-Kurla Complex, Bandra (E) Mumbai – 400 051 Scrip Symbol: PFIZER

Dear Sirs,

Subject: Pfizer Limited - Results of the Postal Ballot (e-voting)

Ref: Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

This is further to our letter dated April 27, 2023 enclosing Postal Ballot Notice along with explanatory statement ("Notice") dated April 20, 2023 issued to the Members of the Company, seeking their approval for appointment of Ms. Meenakshi Nevatia (DIN: 08235844) as a Director and Managing Director of the Company for a period of 5 years with effect from April 3, 2023 through Ordinary Resolution.

In accordance with the provisions of Section 110 of the Companies Act, 2013 read with the rules made thereunder and various circulars issued by Ministry of Corporate Affairs, the Company conducted the postal ballot by providing remote e-voting facility to the Members. The e-voting period as specified in the Notice ended on Saturday, May 27, 2023 at 5:00 p.m (IST).

Pursuant to Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, enclosed herewith please find the results of e-voting on the aforesaid resolution in the prescribed format along with Scrutinizer's Report issued by Mr. Nrupang Dholakia, Scrutinizer.

Based on the Scrutinizer's Report, we are pleased to inform you that the resolution contained in the Notice has been duly passed by the Members.

The copy of the said Results is also available on the Company's website at www.pfizerltd.co.in

We request you to kindly take the same on record.

Thanking you,

Yours truly, For Pfizer Limited Digitally signed by PRAJEET NAIR Date: 2023.05.29 19:52:31 +05'30'

Prajeet Nair Director – Corporate Services & Company Secretary

CIN: L24231MH1950PLC008311 Email ID: [email protected] Website: www.pfizerltd.co.in PRAJEET NAIR

Company Name PFIZER LIMITED
Date of the AGM/EGM
Total number of shareholders on record date 121017
No. of shareholders present in the meeting either in person or
Promoters and Promoter Group: 0
Public:
No. of Shareholders attended the meeting through Video
Promoters and Promoter Group: 0
Public: 0
ORDINARY - APPOINTMENT OF MS. MEENAKSHI NEVATIA (DIN: 08235844) AS THE DIRECTOR AND MANAGING DIRECTOR OF THE COMPANY WITH
Resolution required: (Ordinary/ Special) EFFECT FROM APRIL 3, 2023
Whether promoter/ promoter group are
interested in the agenda/resolution? No
% of Votes Polled % of Votes in % of Votes
on outstanding favour on votes against on votes
No. of shares No. of votes shares No. of Votes – in No. of Votes – polled polled
Category Mode of Voting held (1) polled (2) (3)=[(2)/(1)]* 100 favour (4) against (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100
E-Voting 29243042 29243042 100.0000 29243042 0 100.0000 0.0000
Poll 29243042 0 0.0000 00 0 0.0000 0.0000
Postal Ballot (if
Promoter and Promoter Group applicable) 29243042 0 0.0000 00 0 0.0000 0.0000
E-Voting 8097133 7645063 94.4169 7541169 103894 98.6410 1.3590
Poll 8097133 0 0.0000 00 0 0.0000 0.0000
Postal Ballot (if
Public- Institutions applicable) 8097133 0 0.0000 00 0 0.0000 0.0000
E-Voting 8407557 1006513 11.9715 1005026 1487 99.8523 0.1477
Poll 8407557 0 0.0000 00 0 0.0000 0.0000
Postal Ballot (if
Public- Non Institutions applicable) 8407557 0 0.0000 00 0 0.0000 0.0000
Total 45747732 37894618 82.8339 37789237 105381 99.7219 0.2781

For Pfizer Limited

Digitally signed by PRAJEET NAIR Date: 2023.05.29 19:52:55 +05'30'

Prajeet Nair Director - Corporate Services & Company Secretary

SCRUTINIZER'S REPORT

To, Mr. Pradip Shah The Chairman Pfizer Limited

SUB: REPORT ON THE POSTAL BALLOT PROCESS FOR THE RESOLUTION AS SET OUT IN THE NOTICE OF POSTAL BALLOT DATED APRIL 20, 2023

Dear Sir,

    1. Dholakia & Associates LLP, Company Secretaries ("firm") were appointed as the scrutinizer by Pfizer Limited ("Company") vide circular resolution passed by the Board of Directors of the Company dated April 20, 2023 to scrutinize the postal ballot voting process (voting by e-voting/remote e-voting) in connection with the subject matter.
    1. I, CS Nrupang B. Dholakia, Designated Partner of the firm, submit my report as under:
  • 2.1 The Company completed the despatch of Notice of postal ballot on Thursday, April 27, 2023, through electronic mode to the Members whose names appeared in the register of members or in the register of beneficial owners maintained by the Depositories as at the close of business hours on Friday, April 21, 2023 ('cut-off date') and whose e-mail IDs were registered with Company/Registrar and Transfer Agent of the Company/ Depositories, pursuant to the applicable General Circulars issued by the Ministry of Corporate Affairs for conduct of postal ballot.
  • 2.2 The postal ballot was conducted only through remote e-voting system which was provided by KFin Technologies Limited ("KFinTech") pursuant to the above referred circulars, hence, postal ballot forms were not required to be sent by the Company.
  • 2.3 The remote e-voting period commenced on Friday, April 28, 2023 (9:00 a.m. 1ST) and ended on Saturday, May 27, 2023 (5:00 p.m. 1ST)
  • 2.4 I have received a complete record of votes cast bye-voting mode on Saturday, May 27, 2023 from KFin Technologies Limited, the 'e-voting Agency'. The voting period concluded on Saturday, May 27, 2023 (5:00 p.m. 1ST).
  • 2.5 Particulars of all the votes cast by electronic mode have been entered in a register separately maintained for the purpose in electronic mode.
  • 2.6 I am obligated under Section 110 of the Companies Act, 2013 and the Rules framed thereunder to retain the postal ballot related data till the time the Company signs the

minutes or proceedings. Once the copy of minutes or proceedings is provided, the same will be handed over to the Company.

  • 2.7 The votes cast by corporate/institutional Members who have e-mailed the scanned certified true copy of the board resolution/authority letter, etc. at email ID: [email protected] or have uploaded on the website of KFinTech i.e. www.evoting.kfintech.com have been considered valid.
    1. The Members who have abstained from voting in the e-voting have been treated as invalid (details attached in Annexure - II)
    1. In accordance with the basis of rejection (as per Annexure I) and on proper scrutiny of all the postal ballot votes cast by way of e-voting, I report the result of the postal ballot as under:

Resolution No. 1 - Appointment of Ms. Meenakshi Nevatia (DIN: 08235844) as a Director and Managing Director of the Company with effect from April 3, 2023

(a) Details of voting, as received from thee-voting agency is as follows:

Particulars of
Number
Members
who
cast vote
No. of Equity Shares
of the Nominal Value
10/-
of
each
Rs.
(Votes cast)
Total Votes received 563 3,78,94,650
Less: Total Number of Invalid Votes 4 32
Total Number of Valid Votes 559 3, 78,94,618

(b) Details of Voting:

Particulars Aggregate of voting No. of Equity Shares
of
the
Nominal
10/-
of Rs.
Value
each (votes cast)
of
%
valid
votes
received
Total valid votes
received
559 3, 78,94,618 100
Assented to
Resolution
516 3,77,89,237 99.72
Dissented to
Resolution
43 1,05,381 0.28

    1. You may accordingly declare the result of the postal ballot voting process.
    1. All the relevant records of voting by e-voting/remote e-voting will be e-mailed to Mr. Prajeet Nair, Director - Corporate Services & Company Secretary of the Company after the Chairman considers, approves and signs the minutes of the postal ballot.

CS Nrupang B. Dholakia Designated Partner Dholakia & Associates LLP (Company Secretaries) FCS: 10032 CP No: 12884

UDIN:F010032E000411378 Place: Mumbai Date: May 29, 2023

"ANNEXURE-I"

BASIS OF REJECTION

    1. Institutional Member (other than Individuals, HUF, NRI, etc.) has not uploaded scanned copy/ hard copy of the relevant Board Resolution / Authority Letter / Power of Attorney, etc. or e-mailed at [email protected] or have not uploaded on the website of KFinTech i.e. www.evoting.kfintech.com
    1. Board Resolution/ Authority Letter/ Power of Attorney, etc. does not grant power in favour of the person who has exercised voting right.

"ANNEXURE-II"

REPORT FOR INVALID VOTES

Resolution No. 1 - Appointment of Ms. Meenakshi Nevatia (DIN: 08235844) as a Director and Managing Director of the Company with effect from April 3, 2023

Sr.
No.
Category No. of Votes Total number of Invalid
votes (equity share of the
nominal value of INR 10/-
each)
VOTING THROUGH ELECTRONIC MODE
1. Board Resolution / Power of Attorney not
uploaded/sent
NIL NIL
2. Abstained from voting 4 32
TOTAL 4 32

CS Nrupang B. Dholakia Designated Partner Dholakia & Associates LLP (Company Secretaries) FCS: 10032 CP No: 12884

UDIN:F010032E000411378 Place: Mumbai Date: May 29, 2023