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Saregama India Ltd. AGM Information 2021

Aug 16, 2021

62723_rns_2021-08-16_6c1e61a5-38d5-47cb-9e6d-4433dfd440de.pdf

AGM Information

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August 16, 2021

The Manager, Listing Department, National Stock Exchange of India Ltd., ‘Exchange Plaza’, C-1, Block G, Bandra- Kurla Complex, Bandra (East), Mumbai - 400 051 Symbol : SAREGAMA EQ

The Listing Department BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 Scrip Code : 532163

Dear Sir/Madam,

Sub.: Proceedings of the 74[th] Annual General Meeting (‘AGM’) of the Company Ref: Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements), Regulations, 2015

Pursuant to Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements), Regulations, 2015, we enclose a copy of the Proceedings of the 74[th] Annual General Meeting duly convened on Monday, August 16, 2021, at 12:00 noon (IST) through Video Conferencing (VC)/ Other Audio Visual Means (OAVM) as “Annexure 1” .

Request you to take the above on record.

Thanking you,

Yours faithfully,

For Saregama India Limited

KAMANA Digitally signed by KAMANA SUSHIL SUSHIL KHETAN Date: 2021.08.16 KHETAN 17:33:49 +05'30'

Kamana Goenka

Company Secretary and Compliance Officer

Encl.: As above

SAREGAMA India Limited, 33, Jessore Road, Dum Dum, Kolkata - 700 028, India. Tel : +91332551 2984, Fax : +91332550 0817, Web : www.saregama.com CIN : L22213WB1946PLC014346 Email ID : [email protected]

“Annexure 1”

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SUMMARY OF PROCEEDINGS OF THE 74[th ] ANNUAL GENERAL MEETING (‘AGM’) OF THE COMPANY HELD ON MONDAY, AUGUST 16, 2021

A. Date, time and venue of the Annual General Meeting:

The 74[th] Annual General Meeting (Meeting) of the Company was held on Monday, August 16, 2021 through Video Conferencing (VC)/ Other Audio Visual Means (OAVM) facility. The Meeting commenced at 12:00 noon (IST) and concluded at 12:32 p.m. (IST). A total of 61 Members attended the Meeting out of which, 54 Members attended the Meeting through VC/ OAVM facility and 7 Members were represented by their authorized representatives at the Meeting through the afore-mentioned VC/ OAVM facility.

B. Proceedings of the Meeting in brief:

i.) Dr. Sanjiv Goenka, Chairman of the Board of Directors of the Company, chaired the Meeting.

ii.) The Chairman informed that in view of the current pandemic related situation, the Meeting was held through Video Conferencing. The Company had also provided live webcast of the proceedings of the Meeting.

iii.) The Chairman called the meeting to order as requisite quorum was present. The Chairman declared the Meeting open and welcomed the Members.

iv.) The Notice convening the 74[th] Annual General Meeting was taken as read with the consent of the Members present.

v.) The Chairman addressed the Members.

vi.) The registers and documents, as statutorily required, were available for inspection during the Meeting.

vii.) The Company Secretary informed the members that the Company had provided the facility to cast their votes electronically, on all the 8 Items of business set forth in the Notice through Remote e-voting prior to the Meeting and through e-voting system during the AGM using the platform provided by National Securities Depository Limited (“NSDL”) to its members holding shares in dematerialized or physical form as on the cutoff date being Monday, August 09, 2021. The said facility of Remote e-voting commenced at 09:00 a.m. (IST) on Friday, August 13, 2021 and concluded at 05:00 p.m. (IST) on Sunday, August 15, 2021. Further, on August 16, 2021, the day of the 74[th] Annual General Meeting, the facility of e-voting was also provided by the Company to its Members present through VC/ OAVM facility, who did not cast their votes through Remote e-voting. Mr. Mohan Ram Goenka, Practicing Company Secretary (Membership No. F4515 and CP no: 2551), Practising Company Secretary, has been appointed as the Scrutinizer to scrutinize the Remote e-voting process prior to the Meeting and through e-voting process during the Meeting in a fair and transparent manner. It was further informed that there would be no voting by show of hands. No result was declared at the Meeting.

SAREGAMA India Limited, 33, Jessore Road, Dum Dum, Kolkata - 700 028, India. Tel : +91332551 2984, Fax : +91332550 0817, Web : www.saregama.com CIN : L22213WB1946PLC014346 Email ID : [email protected]

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viii.) The Chairman then placed before the Meeting, all the 8 Items of business, as mentioned herein below, one by one, as mentioned in the Notice convening the 74[th] Annual General Meeting. These following items of business, as set out in the Notice convening the 74[th] Annual General Meeting were taken up by the Chairman:

Ordinary Business

  1. (a) Adoption of the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2021, together with the Report of the Board of Directors and Auditors thereon. (b) Adoption of the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2021 and the Report of Auditors thereon. (Ordinary Resolution)

  2. Confirmation of payment of interim dividend of ₹ 20 per equity share for the year ended March 31, 2021 (Ordinary Resolution)

Dr. Sanjiv Goenka, Chairman being interested in Item No. 3, requested Mr. Vikram Mehra, Managing Director to occupy the Chair and continue the proceedings of the meeting. Mr. Vikram Mehra took the Chair and conducted the proceedings of the meeting.

  1. Appointment of Mrs. Avarna Jain (DIN: 00074796), who retires by rotation and being eligible, offers herself for re-appointment as a Director. (Ordinary Resolution)

Post approval of Item No. 3, Dr. Sanjiv Goenka resumed the Chair.

Special Business

  1. Ratification of remuneration of Cost Auditor (Ordinary Resolution)

  2. Variation in the remuneration paid/payable to Mr. Vikram Mehra (DIN: 03556680), Managing Director of the Company. (Special Resolution)

  3. Continuation of directorship of Mr. Santanu Bhattacharya (DIN: 01794958), as Non-executive Independent Director in terms of Regulation 17 (1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. (Special Resolution)

  4. Re-appointment of Mr. Noshir Naval Framjee (DIN: 01646640) as a Non-Executive Independent Director of the Company for a period of 5 years. (Special Resolution)

  5. Appointment of Ms. Suhana Murshed (DIN: 08572394) as a Non-Executive Independent Woman Director (Ordinary Resolution)

ix.) The Chairman gave an opportunity to the pre-registered Members to raise their queries or seek clarifications on the Items of business. Thereafter, the Chairman responded to the queries and clarifications sought by the Members.

SAREGAMA India Limited, 33, Jessore Road, Dum Dum, Kolkata - 700 028, India. Tel : +91332551 2984, Fax : +91332550 0817, Web : www.saregama.com CIN : L22213WB1946PLC014346 Email ID : [email protected]

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x.) The Chairman then said that the Voting results will be made available within 48 hours from the conclusion of the Meeting and will be posted on the Company’s website at www.saregama.com and on the website of NSDL, the authorized agency for providing the e-voting facility.

xi.) He, thereafter, thanked the Members for attending the Meeting and declared the Meeting closed.

Note:

i.) This letter does not constitute minutes of the proceedings of the Meeting of the Company.

All the Items of business for consideration at the 74[th] Annual General Meeting, as set out in the Notice dated May 12, 2021 have been passed by the Members by the requisite majority through Remote e-voting and electronic voting during the Meeting.

Kindly take the afore-mentioned information on your record and oblige.

Thanking you,

Yours faithfully,

For Saregama India Limited

Digitally signed by KAMANA KAMANA SUSHIL KHETAN SUSHIL KHETAN Date: 2021.08.16 17:35:01 +05'30'

Kamana Goenka

Company Secretary and Compliance Officer

SAREGAMA India Limited, 33, Jessore Road, Dum Dum, Kolkata - 700 028, India. Tel : +91332551 2984, Fax : +91332550 0817, Web : www.saregama.com CIN : L22213WB1946PLC014346 Email ID : [email protected]