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Pritish Nandy Communications Ltd AGM Information 2021

Sep 24, 2021

63457_rns_2021-09-24_0c2cd287-5f02-450e-b8d3-fdb2baa40f38.pdf

AGM Information

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The General Manager Department of Corporate Services Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai 400001 Scrip Code - 532387

The Manager Listing Department National Stock Exchange Limited Exchange Plaza, C-1, Block G Bandra Kurla Complex Bandra (East) Mumbai 400051 Scrip Code - PNC

September 24, 2021

Sub: Proceedings of 281h Annual General Meeting held on September 24, 2021

This is further to our letter dated August 31,2021 and pursuant to Regula tion 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith a summary of proceedings of 28th Annual General Meeting of the Company held on September 24, 2021 through Audio Video Means.

You are requested to kindly take above information on your records.

NANDY COMMUNICA liONS L TO CIN L22120MH1993PLC074214 I MUMBAI400021 INDIA CALL 912242130000 VISIT WWW.PRITISHNANDYCOM.COM

SUMMARY OF PROCEEDINGS OF 2811-1 ANNUAL GENERAL MEETING

The 28th Annual General Meeting of the Members of the Company was held on September 24, 2021 at 3.00 p.m. through Video Conference 01c)1 Other Audio-Visual Means (OAVM). Mr Pritish Nandy, Chairman and Non-Executive Director, chaired the proceedings of the Meeting. The number of shareholders as on record date i.e. Sep tember 17, 2021 were 8,776.

Category andPromoterPromoter Group Public, Total
In Person NA NA NA
ThroughProrylAuthorisedRepresentative NA NA NA
Video Conference 5 34 39
Total 5 34 39

The details of n umber of shareholders present in the meeting are as follows:

TI1e Chairman called the meeting to order as requisite quorum was presen t.

The Company Secretary introduced the Directors and the invitees present at the meeting and place of attending the meeting through Au dio Visual means.

The Chairman informed that in view of the restrictions due to outbreak of COVlD-19 and considering the social distancing norms, the AGM was conducted through VCI OA VM. This meeting has been convened and being conducted in accordance with the circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India (SEBI). The Chairman informed that the Company had tied up with Central Depository Services (India) for remote evoting fa cility and Link Intime India Private Limited (RTA) to provide e-voting facility d uring the AGM and participation in the AGM through VCI OA VM.

The Chairman informed the Members that the Report of Board of Directors, the financial statements for the financial year ended March 31, 2021 and the Notice convening the 28th AGM ere taken as read as. the same had already been circulated to the Members.

As there were no qllalificat;ions in the Audit Report, it was not required to be read.

The Chairman infc;;rmed the Members that pursuant to the provisions of the Companies Act, 2013, the Rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had facilitated the remote e-voting to the Members of the Company in respect of the resolutions to be passed at the Meeting. The remote e-voting commenced at 9.00 a.m. on Tuesday, September 21, 2021 and ended at 5.00 p .m. on Thursday, September 23, 2021 . The Chairman informed the Members that the facility for voting through evoting system was made available during the Meeting for Members who had not cast their vote prior to the Meeting; The Company had appointed Mr V N Deodhar, Practising Company Secretary, as the Scrutiniser for the purpose of scru tinising the process of remote e-voting held prior and e-voting during the AGM. d!~l,OMItI ;.

NANDY COMMUNICATIONS LTD CIN L22120MH1993PLC074214 MUMBAI400021 INDIA CAll 91 22 42130000 VISIT WWW.PRlTISHNANDYCOM.COM

Thereafter, the following resolutions as set out in the otice convening the 28th Annual General 1eeting were proposed and seconded by the Members:

Sr. No. Particulars Type of Resolution
I Ordinary Business
11III To receive, consider and adopt:a.The auctited financial statements of the Company forthe financial year ended March 31, 2021 together withthe reports of the Board of Directors and the auctitorsIthereon, and•b. The auctited consolidated financial statements of theCompany for the financial year ended March 31, 2021,together with the report of the auctitors thereon. OrdinaryResolution
,-), To appoint aDirector in place of Pallab Bhattacharya(DIN:00005690) who retires by rotation and being eligible,offers himself for re-appointment. OrdinaryResolution
Special Business
~.,i To appoint Sunil Alagh (DIN:00103320), Independent directorof the Company who has been appointed as an adctitionaldirector effective from April 6, 2021 for term of 5 years. Special Resolu tion,
[4I To appoint Karan Ahluwalia (DIN:00l03320), Independentdirector of the Company who has been appointed as anadctitional director effective from April 6, 2021 for term of 5years. Special Resolu tion

On the invitation of the Chairman, Members who had registered themselves as speakers, addressed the meeting through VCI OA VM and sought clarifications on the Company's accounts and businesses. The Chairman responded to the queries of the Members and provided clarifications.

The Chairman announced that the ."..voting results along with the consolidated Scrutiniser's report shall be informed .to the Stock exchanges and also be placed on the website of the Company and Stock Exchanges .. The meeting concluded at 4.00 p.m. after being open for 15 minutes for evoting to be completed.

Post completion of the Annual General Meeting, after scrutiny of votes the Scrutiniser submitted his Report. As per the report submitted by the Scrutiniser considering the consolidated results of the remote e-voting held prior and e-voting during the AGM, all resolutions emboctied in the Notice of 28th Annual General Meeting passed with requisite majority.