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Seamec Ltd — AGM Information 2025
Aug 14, 2025
61497_rns_2025-08-14_8df28714-46db-4ca7-9e0e-5fc34edc53e9.pdf
AGM Information
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SEAMEC/BSE/AGM/PROCEEDINGS/SMO/1408/2025
August 14, 2025
| Corporate Relations Department BSE Limited Phirojee Jeejeebhoy Towers, Dalal Street, Mumbai – 400001 |
The Manager Listing Department National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (East) Mumbai - 400051 |
|---|---|
| Scrip Code: 526807 | Trading Symbol: SEAMECLTD |
Sub: Proceedings of the 38[th] Annual General Meeting of the Company
Dear Sir / Madam,
Pursuant to Regulation 30 read with Para A of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith as Annexure-I, the proceedings of the 38[th] Annual General Meeting (AGM) of the Company, held today, i.e. August 14, 2025 through Video Conferencing.
The AGM commenced at 04:00 P.M. and concluded at 5:12 P.M.
M/s Satyajit Mishra & Co., Company Secretaries in Practice (Firm Registration No. S2002WA58800/ Peer Review Certificate No. 1769/2022) was appointed as the Secretarial Auditors of the Company by the Board of Directors in its meeting held on May 27, 2025. The appointment was approved by the shareholders of the Company at this AGM. Detail of the said Auditor as required under Regulation 30 of SEBI (LODR) Regulations, 2015 read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 (‘SEBI Circular’) is provided as Annexure -II .
You are requested to kindly take the same on record.
Thanking you,
Yours Faithfully,
For SEAMEC LIMITED
SACHIDANAN Digitally signed by SACHIDANANDA MOHANTY DA MOHANTY Date: 2025.08.14 18:51:06 +05'30'
S. N. MOHANTY PRESIDENT Corporate Affairs, Legal & Company Secretary
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SUMMARY OF THE PROCEEDINGS OF THE 38[TH] ANNUAL GENERAL MEETING
The 38[th] Annual General Meeting (AGM) of the Members of SEAMEC LIMITED was held today i.e. Thursday, August 14, 2025, at 04.00 p.m. (IST) via two-way Video Conferencing (VC). The Company, while conducting the Meeting, adhered to the circulars issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI), as amended.
The following Board of Directors and Key Managerial Personnel were virtually present at the meeting, viz;
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Mr. Sanjeev Agrawal, Chairman
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Mrs. Ruby Srivastava, Woman Independent Director
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Mr. Raghav Chandra, Independent Director
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Mr. Naveen Mohta, Whole Time Director
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Mr. Rajeev Goel, Director
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Mr. S. N. Mohanty, President – Corporate Affairs, Legal & Company Secretary.
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Mr. Vinay Kumar Agarwal, Chief Financial Officer
Mr. S.N. Mohanty, President – Corporate Affairs, Legal and Company Secretary, stated that Mr. Naveen Mohta, Whole Time Director and Dr. Amarjit Chopra, Independent Director could not attend this AGM due to certain unavoidable personal issues.
As per Section 103 of the Companies Act, 2013, the required quorum for convening the AGM was present and complete and accordingly, the meeting was called to order. Since there was no physical attendance of Members and in compliance with the Circulars issued by MCA and SEBI, as amended, the requirement of appointing proxies was not applicable, except for the authorized representatives of corporate shareholders.
Mr. S.N. Mohanty, President – Corporate Affairs, Legal and Company Secretary, confirmed to the Chairman that the requisite quorum was present. The Chairman, thereafter, commenced the meeting advising Mr. Mohanty to introduce members of the Board and Key Management Personnel to the Members. Mr. Mohanty introduced the Directors and Key Management Personnel in the meeting and formally introduced Mr. Rajeev Goel, as a Member of the Board of Directors and commenced the proceedings of the Meeting.
Mr. Satyajit Mishra, Secretarial Auditor and Scrutinizer for AGM, was also present at the Meeting through VC.
The Chairman, thereafter, delivered his speech. The speech, inter-alia, broadly covered the brief of economic outlook, industrial outlook and financial performance of the Company for the year gone by and future, proposed acquisition of new vessels and change in constitution of the Board of Directors. SACHIDANA Digitally signed by SACHIDANANDA NDA MOHANTY Date: 2025.08.14 MOHANTY 18:51:51 +05'30'
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Mr. S.N. Mohanty, President - Corporate Affairs, Legal and Company Secretary informed the members that the Register of Directors and Key Managerial Personnel and their Shareholding and Register of Contracts or Arrangements in which Directors are Interested are available. These will remain accessible to the members for inspection electronically if they so desire.
With the consent of the Members, the Notice of the Meeting was taken as read. The Members were informed that the Standalone and Consolidated Statutory Auditors’ Report and Secretarial Audit Report for FY 2024-25 did not have any qualifications / adverse remarks / disclaimer / reservation.
The following items of business as set out in the notice convening 38[th] AGM conducted through e- voting were placed at the meeting.
Resolution(s):
Ordinary Business:
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To receive, consider and adopt:
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a) Audited Financial Statements of the Company for the financial year ended March 31, 2025, together with the Reports of the Board of Directors and the Auditors thereon
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b) Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2025, together with the Report of Auditors thereon.
Resolution 1a: Ordinary Resolution
“RESOLVED THAT the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2025, together with the Reports of the Board of Directors and the Auditors thereon, be and are hereby approved and adopted.”
Resolution 1b: Ordinary Resolution
“RESOLVED THAT the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2025 and the Report of Auditors thereon, be and are hereby approved and adopted.”
- To appoint a director in place of Mr. Naveen Mohta (DIN: 07027180), who retires by rotation and being eligible, offers himself for re-appointment.
Resolution 2: Ordinary Resolution
“ RESOLVED THAT Mr. Naveen Mohta (DIN: 07027180), Whole Time Director who retires by rotation and being eligible has offered himself for re-appointment , be and is hereby re-appointed as a Director of the Company, liable to retire by rotation.”
SACHIDANA NDA
MOHANTY
Digitally signed by SACHIDANANDA MOHANTY Date: 2025.08.14 18:52:26 +05'30'
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Special Business:
- Appointment of M/s Satyajit Mishra & Co., Company Secretaries in Practice as Secretarial Auditor of the Company for the first term of five consecutive years from FY 2025-26 to FY 2029-30.
Resolution 3: Ordinary Resolution
“ RESOLVED THAT pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013 including any statutory modification (s) or re-enactment(s) thereof for the time being in force read with Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, and pursuant to the recommendation of the Board of Directors of the Company, M/s. Satyajit Mishra & Co. (Membership No.: 5759, C.P. No.: 4997), be and are hereby appointed as the Secretarial Auditor of the Company for the first term of five (5) consecutive years, from the conclusion of this Annual General Meeting (‘AGM’) till the conclusion of the forty third (43[rd] ) AGM of the Company to be held in the year 2030 on such remuneration as may be decided by the Board of Directors of the Company;
RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) be and is hereby authorised to do all such acts, deeds, matters and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution. ”
With the permission of the Chairman, Mr. S.N. Mohanty, President - Corporate Affairs, Legal and Company Secretary invited the Members, who had pre-registered with the Company as Speakers, to express their views, ask questions and seek clarifications on the operations and financial performance of the Company and on the resolutions set out in the Notice. The Members were given an opportunity to speak in the order in which they had registered their names.
Generally, clarifications were sought by the shareholders with regards to operations, future plans and outlook, dry docking of Vessels, acquisition of SEAMEC ANANT and NPP NUSANATARA, performance of subsidiary and future plans, financial position, rationality for UK subsidiary, management fees paid to MMG Advisors etc. The response to the Members’ queries was consolidated and suitably provided by Mr. S.N. Mohanty, President – Corporate Affairs, Legal and Company Secretary to the satisfaction of the Members.
Thereafter, it was informed that Mr. Satyajit Mishra, Practicing Company Secretary was the Scrutinizer appointed by the Board to scrutinize the votes cast during the Meeting and through remote e-voting, in a fair and transparent manner.
Mr. S.N. Mohanty, President-Corporate Affairs, Legal and Company Secretary informed the Members that the Company had provided its Members’ the facility to cast their vote electronically through the National Securities Depository Limited ('NSDL') system before the Meeting through remote e-voting. He further informed that the e-voting facility was also made available during the AGM for the benefit of Members who were present during the Meeting and had not cast their votes earlier through remote e-voting. Time allotted for this purpose was 15 minutes from the closure of meeting.
SACHIDANAND Digitally signed by SACHIDANANDA MOHANTY A MOHANTY Date: 2025.08.14 18:53:06 +05'30'
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The Chairman authorized Mr. S.N. Mohanty, President - Corporate Affairs, Legal and Company Secretary to carry out the voting process and conclude the Meeting. He also authorized the Company Secretary to accept and countersign the Scrutinizer's Report and declare the consolidated voting results. He informed the Members that the combined results of the remote e-voting before as well as e-voting during the AGM would be announced within two working days of the conclusion of the Meeting and the results along with the Scrutinizer's Report would be intimated to the Stock Exchanges in terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and would be placed on the website of the Company and NSDL.
On behalf of the Chairman, Mr. S.N. Mohanty, President -Corporate Affairs, Legal and Company Secretary thanked the Members for their continued support and for attending and participating in the Meeting. He also thanked the Directors for joining the Meeting virtually. The e-voting facility was kept open for the next 15 minutes to enable the Members to cast their vote.
The meeting concluded with a vote of thanks to the Chair at 5:12 P.M.
For SEAMEC LIMITED
SACHIDANAN Digitally signed by SACHIDANANDA MOHANTY DA MOHANTY Date: 2025.08.14 18:53:40 +05'30'
S. N. MOHANTY
PRESIDENT
Corporate Affairs, Legal & Company Secretary
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ANNEXURE – II
| Sr. No. |
Particulars | Details | |
|---|---|---|---|
| 1. | Name of Auditor | M/s Satyajit Mishra & Co., Company Secretaries in Practice (Firm Registration No. S2002WA58800/ Peer Review Certificate No. 1769/2022) |
|
| 2. | Reason for change viz. appointment, ~~reappointment,~~ ~~resignation,~~ ~~removal,~~ ~~death or otherwise~~ |
Appointment | |
| 3. | Date of appointment~~/ re-appointment/~~ ~~cessation (~~as applicable) |
M/s Satyajit Mishra & Co. were appointed as the Secretarial Auditors of the Company by the Board of Directors on May 27, 2025 and the appointment was approved by the shareholders on August 14, 2025. |
|
| 4. | Term of appointment~~/ re-appointment/~~ ~~cessation (as applicable) &~~ |
5 consecutive years from FY 2025-26 to FY 2029-30. | |
| 5. | Brief Profile (in case of Appointment) | M/s Satyajit Mishra & Co. was established in the year 2002, rendering comprehensive professional services which include Company Law, Secretarial and Legal for all types and size of companies, banks & other financial institutions and professionals. It is a professionally managed firm consisting of company secretaries headed by Mr. Satyajit Mishra. They are geared to offer sound secretarial advice and personalized pro- active services to clients. They are well connected (tie-ups with Associates) in all the Metro’s namely, New Delhi, Chennai, Kolkata, Bengaluru, Hyderabad,Ahmedabad and Bhubaneshwar. |
|
| 6. | Disclosure of relationships between directors (in case of appointment of a director) |
Not applicable |
SACHIDANAN Digitally signed by SACHIDANANDA DA MOHANTY Date: 2025.08.14 MOHANTY 18:54:14 +05'30'
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