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Rollatainters Ltd. — AGM Information 2021
Nov 15, 2021
64159_rns_2021-11-16_3210e1ac-3675-4c3c-b201-17fea115dde6.pdf
AGM Information
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Ref.No.: RTL/BSE/NSE/2021-22 Date: 16.11.2021
To,
The Secretary The Secretary BSE Limited National Stock Exchange Limited, Exchange Plaza Phiroze Jeejeebhoy, Towers Limited Bandra Kurla Complex, Bandra (E) Dalal Street, Mumbai - 4000 01 Mumbai - 400 051 Scrip Code: 502448 Symbol: ROLLT
Dear Sir/Ma’am
Subject: Intimation of Corrigendum to Notice of 50th Annual General Meeting
This is to inform you that Company has issued Notice dated 01st November, 2021, convening the 50th Annual General Meeting (AGM) of Rollatainers Limited to be held on Tuesday, 30th day of November, 2021 at 10:30 A.M. at the Registered Office of the Company at Plot No. 73-74, Phase III, Industrial Area, Dharuhera, District- Rewari, Haryana-123106.
Further, we would like to intimate that the matter of Item No. 4 to be included in the Notice of 50[th] AGM of the Company was duly passed by Board of Directors at its meeting held today i.e. Monday, 15[th] November 2021 and hence Item No.4 after Item No. 3 to be included in the Notice of 50[th] AGM dated 01[st] November 2021.
So accordingly Corrigendum is being issued in continuation of Notice dated 01[st] November, 2021. Corrigendum to Notice of 50[th] Annual General Meeting are attached here as Annexure "A". All the content/ information mentioned in the AGM Notice shall remain unchanged. The AGM Notice should be read in continuation of and in conjunction with this corrigendum.
You are requested to take the same on your records.
Thanking You, Yours faithfully,
For Rollatainers Limited
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(Aditi Jain) Company Secretary and Compliance Officer
Encl: As Stated Above
Annexure “A”
CORRIGENDUM TO NOTICE OF 50[TH] ANNUAL GENERAL MEETING
This Corrigendum is being issued in continuation of Notice dated 05[TH] November, 2021 convening the 50[th] Annual General Meeting of Rollatainers Limited to be held on Tuesday, 30th day of November, 2021 at 10:30 A.M. at the Registered Office of the Company at Plot No. 73-74, Phase III, Industrial Area, Dharuhera, District- Rewari, Haryana-123106.
Members are requested to note the Item No. 4 along with explanatory statement attached thereto as under and a Corrigendum to Notice of 50[th] Annual General Meeting shall be send to all the shareholders to whom the notice of 50[th] Annual General Meeting has been sent and the said corrigendum shall also be published in the newspaper and uploaded on the website of the Company i.e. www.rollatainers.in and stock exchange website i.e. www.bseindia.com and www.nseindia.com .
All the content/ information mentioned in the AGM Notice shall remain unchanged. The AGM Notice should be read in continuation of and in conjunction with this corrigendum.
ITEM NO. 04 TO CONSIDER AND APPROVE THE VARIATION IN THE ISSUE AND REDEMPTION OF NON CONVERTIBLE REDEEMABLE PREFERENCE SHARES (NCRPS)
To consider and if thought fit, to pass with or without modification(s) the following resolution as Special Resolution:-
“RESOLVED THAT pursuant to the provisions of Section 48 and 55 of Companies Act, 2013 read with Rule 9 of the Companies (Share Capital and Debenture) Rules, 2014 and all other applicable provisions and other applicable rules made thereunder (including any statutory modification(s) and reenactment(s) thereof for the time being in force and read with Regulation 29(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015 and in accordance with the enabling provisions of the Memorandum of Association and Articles of Association of the Company, the consent of the Board of the Directors (‘Board’) of the Company be and is hereby accorded for variation in the rights of 40,000 10% Non Convertible Redeemable Preference Shares (NCRPS) to the extent that the tenure of 10% Non Convertible Redeemable Preference Shares of Rs. 100/- each fully paid up held by them, shall be extended for ten (10) years from due date of redemption and terms of redemption as mentioned below:
Terms and Conditions:
Rate of Interest: Interest rate will be 10% p.a. (on the face value) which will remain fixed over the extended tenure of the said preference shares.
Tenure & Redemption of NCRPS Terms: The Tenure of NCRPS shall be further increased by Ten (10) years from original due date of Redemption i.e. 16th August 2021 and further redemption of the said shares can be done at any time at the option of the Company, but not later than 10 years from the date of modification of the NCRPS.
“RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to take all such steps as it may deem necessary, proper or expedient to give effect to this resolution.”
EXPLANATORY STATEMENT
As required by section 102 of the Companies Act, 2013 (Act), the following explanatory statement sets out all material facts relating to the business mentioned under Items of the accompanying Notice:
Item No. 04: To consider and approve the variation in the Issue and Redemption of Non Convertible Redeemable Preference Shares (NCRPS)
Rollatainers Limited had issued 40,000 (10% Non Convertible Redeemable Preference Shares) to WLD Investments Private Limited which were due for redemption on August 16, 2021. But due to financial crisis as faced by the Company, the Company was not in position to redeem the aforesaid preference shares.
Pursuant to the provisions of Section 48 of Companies Act, 2013, Company has decided to extend the term of NCRPS by Ten (10) years by passing Special Resolution.
In terms of the above, under Regulation 29(3) of SEBI (LODR) Regulations, 2015, Stock Exchanges (NSE and BSE) were intimated atleast 11 days prior to the date of Board Meeting duly held on 15[th] November 2021. The Board of Directors duly approved the said resolution in the Board Meeting held on 15[th ] November, 2021.
Further for the same, the approval of shareholders of the Company would be required to extend the term of aforesaid NCRPS by Ten (10) years. The Board recommends the Special Resolution as set out in the notice at item no. 04 for the approval of the members.
None of the directors and key managerial personnel and their relatives are concerned or interested, financially or otherwise in the proposed resolution.
For ROLLATAINERS LIMITED
PYUSH Digitally signed by PYUSH GUPTA GUPTA Date: 2021.11.15 23:32:54 +05'30' Pyush Gupta Whole Time Director DIN: 03392865