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Salzer Electronics Ltd. — AGM Information 2024
Sep 14, 2024
61391_rns_2024-09-14_5cddc423-57ee-4101-bbed-477258133085.pdf
AGM Information
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SALZER ELECTRONICS LTD
Regd. Office : Samichettipalayam, Jothipuram (Post) Coimbatore -641 047. CIN : L03210TZ1985PLC001535 Phone No.0422-4233600/ 614/696 E-Mail : [email protected] web site : https://www.salzergroup.net/
September 14, 2024
To
THE CORPORATE RELATIONSHIP DEPT M/s. National Stock Exchange of India Ltd., BSE Limited Exchange Plaza, C-1, Block G, I Floor, New Trading Ring, Rotunda BandraKurla Complex, Building, P.J.Towers, Dalal Street, Fort, Bandra (E),Mumbai – 400 051 Mumbai - 400 001. Tel :+91 22 26598235/36, 26598346 SCRIP CODE: 517059 Symbol: S ALZERELEC
Dear Sir/Madam,
Sub: Proceedings of the 39[th] Annual General Meeting held on September 14,2024 for the financial year 2023-24
Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the proceedings of 39[th] Annual General Meeting of the Company held on September 14, 2024 is enclosed herewith.
Kindly take on record the same.
Thanking you
Yours faithfully For Salzer Electronics Limited
MURUGESAN.K.M. Digitally signed by MURUGESAN.K.M. DN: c=IN, o=PERSONAL, title=8272, pseudonym=4b2621fcc885457194474f6d5524c430, 2.5.4.20=a369294025c3a56c86574833907f53d9b69f56549fdc8b700d76a17c2be971dc, postalCode=638183, st=Tamil Nadu, serialNumber=705e9c401400bba14f9a2afe5a2eb2009dcbf720c6386f94bb32260013d24288, cn=MURUGESAN.K.M. Date: 2024.09.14 20:02:31 +05'30'
K M Murugesan Company Secretary & Compliance Officer
Encl : As above
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SALZER ELECTRONICS LTD
Regd. Office : Samichettipalayam, Jothipuram (Post) Coimbatore -641 047. CIN : L03210TZ1985PLC001535 Phone No.0422-4233600/ 614/696 E-Mail : [email protected] web site : https://www.salzergroup.net/
PROCEEDINGS OF THE 39[TH] ANNUAL GENERAL MEETING OF M/S.SALZER ELECTRONICS LIMITED HELD AT 11.30 A.M ON SATURDAY, SEPTEMBER 14, 2024 THROUGH VIDEO CONFERENCING (VC)/ OTHER AUDIO VISUAL MEANS (OAVM) AT THE DEEMED VENUE – REGISTERED OFFICE AT JOTHIPURAM POST, SAMICHETTIPALAYAM, COIMBATORE – 641047, TAMIL NADU.
DIRECTORS PRESENT :
| 1 | Mr. Rangachary N | : | Chairman |
|---|---|---|---|
| Non-Executive and Non Independent Director | |||
| Joined from his Residence, Bangalore | |||
| 2 | Mr. R.Doraiswamy | : | Managing Director |
| Joined from Company’s Registered Office, | |||
| Coimbatore | |||
| 3 | Mr. Rajeshkumar D | : | Joint Managing Director and CFO |
| Joined from Company’s Registered Office, | |||
| Coimbatore | |||
| 4 | Mr. Sankaran. V | : | Non-Executive and Non Independent Director |
| Joined from his Residence, Bangalore | |||
| 5 | Mrs. Priya Bhansali | : | Independent Director |
| Joined from his Residence, Coimbatore | |||
| 6 | Mr. Sharat Chandra Bhargava | : | Independent Director |
| Joined from his Residence, Gurugram | |||
| 7 | Mr. Sunder Rajan Raman | : | Independent Director |
| Joined from his Residence, Mumbai | |||
| In attendance | |||
| 1 | Mr. K M Murugesan | : | Company Secretary |
| Joined from Company’s Registered Office, | |||
| Coimbatore |
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SALZER ELECTRONICS LTD
Regd. Office : Samichettipalayam, Jothipuram (Post) Coimbatore -641 047. CIN : L03210TZ1985PLC001535 Phone No.0422-4233600/ 614/696 E-Mail : [email protected] web site : https://www.salzergroup.net/
| In Presence | |||
|---|---|---|---|
| 1 | Mr. P. Ramachandran | : | Past Director - Joined from Registered Office, |
| Coimbatore | |||
| 2. | Mr. Nirmal Kumar Chandria | : | Past Director - Joined from his Residence, |
| Coimbatore | |||
| 4. | Mr B Jayaram | : | JDS Associates, Outgoing Statutory Auditor, |
| Joined from his Office, Coimbatore | |||
| 5. | Mrs. Alamelu | : | Swamy & Ravi, Incoming Statutory Auditor |
| Joined from her office, Coimbatore | |||
| 6. | Mrs. D Amitha | : | DAT & Associates, Internal Auditor, |
| Joined from her office, Coimbatore | |||
| 7. | Mr. Jayaraman | : | Covai Management Services Former Internal |
| Auditor, Joined from his Residence, Bangalore | |||
| 8. | Mr. G.Vasudevan | : | M/s. G V and Associates |
| Secretarial Auditor and Appointed Scrutinizer | |||
| Company Secretaries, Coimbatore | |||
| Joined from his office, Coimbatore | |||
| 9. | Mr. D Govindaraj | : | Senior Manager (Corporate Accounts) |
| Joined from Company’s Registered Office, | |||
| Coimbatore | |||
| 10. | Mr. Ramasubramania Raja |
: | Cost Auditor |
| Joined from his Office, Coimbatore | |||
| 11. | Mrs. Menaka |
: | General Manager (Accounts) |
| Joined from Company’s Registered Office, | |||
| Coimbatore | |||
| 12. | Mr. S Venkatachalam. |
: | General Manager (Commercial) |
| Attended from Company’s Registered Office, | |||
| Coimbatore | |||
| 13. | Mr. S Vijayakumar |
: | Assistant Manager (Accounts) |
| Joined from Company’s Registered Office, | |||
| Coimbatore |
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SALZER ELECTRONICS LTD
Regd. Office : Samichettipalayam, Jothipuram (Post) Coimbatore -641 047. CIN : L03210TZ1985PLC001535 Phone No.0422-4233600/ 614/696 E-Mail : [email protected] web site : https://www.salzergroup.net/
Total Members present : 115
Before commencement of the proceedings of the meeting, Mr. K M Murugesan, Company Secretary elaborately briefed about the key Rules, to be followed by the shareholders during the course of the meeting.
Followed by above introductory speech, Mr.N.Rangachary, Chairman, occupied the Chair and commenced the proceedings of 39[th] Annual General Meeting for the financial year 2023-24.
The Chairman, after ascertaining requisite quorum being present, called the Meeting to order.
As requested by the Chairman, all the Directors present at the meeting introduced themselves and confirmed their presence.
With the consent of the Members, the Chairman informed that the Notice of the Meeting and Auditors' Report were taken as read.
The Chairman informed that In accordance with the Provisions of the Companies Act 2013, the Register of Directors and Key Managerial Personnel and their Shareholding and Register of Contract/Arrangements in which Directors are interested have been kept available for Members’ inspection electronically throughout this meeting.
The Chairman, in his speech, descriptively pointed out the present state of global and Indian Economy, Salzer’s detailed Progress in 2023-24 including subsidiary Company’s performance, and its prosperity way forward.
Following the comprehensive speech given by the Chairman, the Managing Director Joint Managing Director, in their address, thanked the shareholders and Board Members for their continuous support and guidance for the growth of the Company. The rest of the Directors who were present during the Meeting also addressed the shareholders.
Following the conclusion of Directors’ interactions, the chairman placed the following set of resolutions as set out in the Notice of 39[th] AGM for Members approval.
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SALZER ELECTRONICS LTD
Regd. Office : Samichettipalayam, Jothipuram (Post) Coimbatore -641 047. CIN : L03210TZ1985PLC001535 Phone No.0422-4233600/ 614/696 E-Mail : [email protected] web site : https://www.salzergroup.net/
Ordinary business
1. Adoption of Audited Standalone and Consolidated Financial statements of the Company for the Financial year ended March 31, 2024, and the reports of the Board of Directors along with annexures and Auditors thereon;
2. Declaration of a dividend on Equity Shares for the financial year 2023-24.
3. Re-appointment of a Director in place of Mr.D.Rajeshkumar (DIN: 00003126), who retires by rotation at this Annual General Meeting and being eligible has offered himself for re-appointment.
4. Re-appointment of a Director in place of Mr.D.Vishnu Rangaswamy (DIN: 00793090), who retires by rotation at this Annual General Meeting and being eligible has offered himself for re-appointment.
5. Appointment a Statutory Auditor and authorize the Board to fix their remuneration.
Special Business :
6. Appointment of Mr. N Rangachary (DIN:00054437) as a Non Executive and Non Independent Director and Chairperson of the Company.
7. Appointment of Mr. V.Sankaran (DIN: 00003141) as a Non- Executive and Non Independent Director of the Company.
8. Ratification of the remuneration payable to CMA A.R. Ramasubramania Raja (M.No. 32458) appointed as Cost Auditors of the Company for Financial Year 2024-25
The Chairman then invited the Members to express their views, give suggestions and make enquiries on the operations and financial performance of the Company and related matters.
Upon which, four Registered Speaker Shareholders – Mr. Manjit Singh, Mr. Rohit Ohri, Mr. Hardik Jain and Mr. Abhishek Kalra were present before the Board Members sequentially and commented on the Financial statements of the Company and made few observations/ queries thereon for the Board Members reply.
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SALZER ELECTRONICS LTD
Regd. Office : Samichettipalayam, Jothipuram (Post) Coimbatore -641 047. CIN : L03210TZ1985PLC001535 Phone No.0422-4233600/ 614/696 E-Mail : [email protected] web site : https://www.salzergroup.net/
The Board Members received their observations, and the Joint Managing Director, on the request of the Chairman, briefly responded in detail to those queries.
Consequent Shareholders’ interaction, the Chairman requested the Members to cast their e-voting, if not cast earlier, during the 15 minutes time after the closure of the meeting and in this regard, he briefed that in order to conduct the voting process in fair and transparent manner Mr. G Vasudevan, Company Secretaries, M/s. G V Associates, Coimbatore has been appointed as the Scrutinizer for overseeing the process who was also present at the meeting.
The Chairman authorized Mr. K M Murugesh, Company Secretary to receive report from the Scrutinizer and declare the voting results by means of dissemination to the Exchanges and posting in Company’s Website within the stipulated time.
The Chairman finally pronounced that Subject to the Scrutinizer Report, all resolutions as set out in the Notice of the 39[th] AGM deemed to have been passed at this Meeting
The Chairman thanked the members for their continuing support and for attending and participating in the meeting.
The meeting started at 11.30 a.m and concluded at 12:46 Hrs
The requisite quorum was present throughout the Annual General Meeting.
For Salzer Electronics Limited
MURUGESAN.K.M. Digitally signed by MURUGESAN.K.M. DN: c=IN, o=PERSONAL, title=8272, pseudonym=4b2621fcc885457194474f6d5524c430, 2.5.4.20=a369294025c3a56c86574833907f53d9b69f56549fdc8b700d76a17c2be971dc, postalCode=638183, st=Tamil Nadu, serialNumber=705e9c401400bba14f9a2afe5a2eb2009dcbf720c6386f94bb32260013d24288, cn=MURUGESAN.K.M. Date: 2024.09.14 20:03:08 +05'30'
K M Murugesan
Company Secretary and Compliance Officer