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PTL Enterprises Ltd AGM Information 2025

Aug 1, 2025

59175_rns_2025-08-01_43ec0a08-6e7f-4475-89fb-8e7a3ddfbb09.pdf

AGM Information

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1 August 2025

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Listing Department National Stock Exchange of India Ltd. Exchange Plaza, Bandra-Kurla Complex, Bandra (E), Mumbai – 400051 Trading Symbol: PTL

Listing Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400001 Scrip Code:509220

Sub: Proceedings of 64[th] Annual General Meeting

Dear Sir/ Madam ,

Pursuant to Regulation 30 read with Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, We are enclosing herewith the copy of proceeding in respect of 64[th ] Annual General Meeting (AGM) held today i.e. August 1, 2025, at 3:00 P.M., IST through Video Conferencing (VC).

The proceedings are also made available on the Company’s website at www.ptlenterprise.com

You are requested to kindly take the same on record.

Thanking you,

Yours faithfully,

For PTL Enterprises Limited

JYOTI Digitally signed by JYOTI UPMANY UPMANYU Date: 2025.08.01 U 17:09:53 +05'30' Jyoti Upmanyu Company Secretary & Compliance Officer

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Proceedings of the 64[th] Annual General Meeting of PTL Enterprises Ltd.

The 64[th] Annual General Meeting (“AGM”) of the Members of PTL Enterprises Ltd (“the Company”) was held on Friday, August 1, 2025 at 3:00 P.M. (IST) through Video Conferencing (“VC”). The Meeting was held in compliance with MCA Circular nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020 and the subsequent circulars issued in this regard, the latest being Circular no. 09/2024 dated September 19, 2024 and other relevant circulars issued from time to time, along with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Mr. Onkar Kanwar, Chairman of the Company, chaired the meeting through VC and as the requisite quorum being present, called the meeting to order. The Registers as required under the Companies Act, 2013 were available for inspection. Since there was no physical attendance of Members and in compliance with the Circulars issued by MCA and SEBI, the requirement of appointing proxies was not applicable, except for the authorized representatives of corporate shareholders. The Chairman of the meeting introduced the Board of Directors, Company Secretary, CFO of the Company and the representatives of the Statutory Auditors and Secretarial Auditors and Scrutinizer attended the meeting through VC.

The Chairman addressed the Members attending through VC and delivered his speech. The Chairman informed the Members that Notice along with the Board’s Report and Audited Financial Statements had already been sent to the Members by email and were taken as read. The Auditors’ Report on Financial Statements and Secretarial Audit Report of the Company for the financial year ended March 31, 2025, did not contain any qualification, reservation, adverse remark or disclaimer. Accordingly, the reports were not read out, as provided in the Companies Act, 2013.

The Chairman explained the objectives and implications of each item of the Notice except for item no. 3 relating to re-appointment of Mr. Neeraj Kanwar as a Director liable to retire by rotation. Mr. Sunil Tandon, Director, explained the objective and implication of item no. 3. The Chairman informed the Members that all item nos. 1 to 6 of the Notice had been voted by the Members through remote e-Voting from Tuesday July 29, 2025 (10:00 A.M.) to Thursday July 31, 2025 (05:00 P.M.). The Members present at the meeting, who had not done remote e-voting, were allowed to cast their votes using e-voting platform of NSDL.

Members who had registered themselves as speakers were invited to express their views. Mr. Onkar Kanwar, Chairman and Mr. Harish Bahadur, Director of the Company responded to the various queries raised by the Members.

The following items of Business as set out in the Notice convening the 64[th] AGM were considered and voted by the Members:

ORDINARY BUSINESS

  1. Adoption of the audited financial statements of the Company for the financial year ended March 31, 2025 and reports of the Board of Directors and the reports of the Board of Directors and Auditors thereon. (Ordinary Resolution)

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  1. Declaration of final Dividend at the rate of Rs. 1.75 (One Rupees and Seventy-Five Paisa only), per equity share of Re.1/-(One rupee only) for the Financial Year 2024-25 to be paid to the Members holding shares as on the record date i.e. July 11, 2025. (Ordinary Resolution).

  2. Re-appointment of Mr. Neeraj Kanwar (DIN: 00058951), as Director who retires by rotation. (Ordinary Resolution)

SPECIAL BUSINESS

  1. Re-appointment of Mrs. Sonali Sen (DIN - 08736062) as an Independent Woman Director for five years. (Special Resolution)

  2. Appointment of Mr. Anil Kumar Sriwastawa as Manager and Key Managerial Personnel under Companies Act 2013 . (Ordinary Resolution).

  3. Appointment of M/s. RSMV & Co. Associates, Practicing Company Secretaries, as Secretarial Auditors of the Company for a period of five years. (Ordinary Resolution)

The Board of Directors had appointed Mr. Pankaj Kumar partner of M/s PVK & Associates, Practicing Company Secretaries as the Scrutinizer to supervise the e-voting process. The Chairman of the meeting authorized the Company Secretary to declare the results of voting within the stipulated time.

The AGM concluded at 3:43 P.M. (IST).

You are requested to kindly take the same on record.

Thanking you Yours faithfully, For PTL Enterprises Limited

JYOTI Digitally signed by JYOTI UPMANY UPMANYU Date: 2025.08.01 U 17:12:26 +05'30'

Jyoti Upmanyu Company Secretary & Compliance Officer

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