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Shantai Industries Limited — Proxy Solicitation & Information Statement 2025
Mar 5, 2025
61254_rns_2025-03-05_f445c943-3920-447f-bfef-23989d63dae7.pdf
Proxy Solicitation & Information Statement
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Shantai Industries Limited
CIN : L46411GJ1988PLC013255
Reg.Office : 2[nd] Floor, Shop No.10, Agresen Point, Near AgresenBhavan, City Light Road, City Light, Surat – 395 007. Gujarat.
Phone : 0261 – 2211212 E-mail:[email protected] * PAN :AAACW2140E
Date: 05.03.2025
To,
BSE Limited, PhirozeJeejeebhoy Towers, Dalal Street, Mumbai- 400001 Scrip ID/ Code / ISIN: SHANTAI/512297 /INE408F01016
Dear Sir/Madam,
Sub: Submission of Extra Ordinary General Meeting Notice Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”)
Pursuant to Regulation 30 of the SEBI LODR, please find enclosed herewith the Extra Ordinary General Meeting Notice dated 27th February, 2025 in terms of Section 100 of the Companies Act, 2013 and Rules made thereunder along with Explanatory Statement for seeking approval of the Members of the Company by means of electronic voting (remote E-voting) in respect of business items specified in the said Extra Ordinary General Meeting Notice, in compliance with the relevant circulars issued by the Ministry of Corporate Affairs in this regard.
The Company has engaged National Securities Depository Limited (NSDL) for providing electronic voting (remote E-voting) facility to its Members.
Further, the Schedule of Events for the said electronic voting are stated hereunder:
| Sr.No | Activity | Date |
|---|---|---|
| 1. | Cut-off date/BENPOS date for sending notice to Members |
28th February, 2025 |
| 2. | Remote E-voting start date and time | Friday, 28th March, 2025 at 9.00 A.M. |
| 3. | Remote E-voting end date and time | Sunday, 30th March, 2025 at 5.00 P.M. |
Shantai Industries Limited
CIN : L46411GJ1988PLC013255
Reg.Office : 2[nd] Floor, Shop No.10, Agresen Point, Near AgresenBhavan, City Light Road, City Light, Surat – 395 007. Gujarat.
Phone : 0261 – 2211212 E-mail:[email protected] * PAN :AAACW2140E
| 4. | Scrutinizer’s Report | 02nd April,2025 |
|---|---|---|
| 5. | Declaration of Results | 02nd April,2025 |
In this regard, please note further that the Extra Ordinary General Meeting Notice along with Explanatory Statement is being sent to all the Members whose E-mail addresses are registered with the Depositories, Company and/or MCS Share Transfer Agent Limited (Registrar & Share Transfer Agent of the Company) as on 28th February, 2025.
The said notice is available on the website of the company at https:// www.shantaiindustrieslimited.com/and BSE Limited at www.bseindia.com.
Please take the above information on record.
Thanking you.
Yours faithfully For Shantai Industries Ltd
HARISH FATANDAS Digitally signed by HARISH FATANDAS SAWLANI SAWLANI Date: 2025.03.05 17:40:51 +05'30' HARISHBHAI FATANDAS SAWLANI Managing Director DIN: 00831848 Place: Surat
Enclosed EGM notice and Explanatory Statement
Shantai Industries Limited
CIN :L46411GJ1988PLC013255
Reg.Office : 2[nd] Floor, Shop No.10, Agresen Point, Near Agresen Bhavan, City Light Road, City Light, Surat – 395 007. Gujarat.
Phone : 0261 – 2211212 E-mail:[email protected] * PAN :AAACW2140E
NOTICE OF EXTRA-ORDINARY GENERAL MEETING
Notice is hereby given that the Extra-Ordinary General Meeting (‘EGM’) of the Members of Shantai Industries Limited (“the Company”) will be held on Monday, March 31, 2025, at 11.00 AM (IST) at the Registered Office of the Company at 2nd Floor, Shop No.10, Agresen Point, Near AgresenBhavan, City Light Road, City Light, Surat – 395 007. Gujarat, India to transact the following business:
SPECIAL BUSINESS:
ITEM NO. 1
Resolution No. 1
Sub-division/split of Equity Shares of the Company pursuant to the provisions of Section 61 (1) (d) of the Companies Act, 2013
To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 61 (1) (d) and all other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder (including any statutory modification(s) or reenactment thereof for the time being in force), applicable provisions of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Including any statutory modifications or re-enactments thereof, for the time being in force) and in accordance with the Articles of Association of the Company and subject to receipt of such other approvals, consents and permissions as may be required from concerned statutory/regulatory authority(ies) and subject to such other conditions and modifications as may be prescribed or imposed while granting such approvals, and the consent of Members of the Company be and are hereby accorded for the sub-division of 1 (One) Equity Share of the company of the face value of Rs. 10/(Rupees Ten Only) each fully paid up into 5 (Five) Equity Shares of the Company of face value of Rs. 2/(Rupees Two Only) each fully paid up."
"RESOLVED FURTHER THAT pursuant to the sub-division of the Equity Shares of the Company, all the issued, subscribed and paid up equity shares of face value of Rs. 10/- (Rupees Ten Only) each shall stand subdivided into 5 (Five) Equity Shares of the Company of face value of Rs. 2/- (Rupees Two Only) each, from the record date as may be fixed by the Board of Directors of the Company (which expression shall also include a Committee thereof) in this behalf and shall rank pari passu in all respects with and carry the same rights as the existing fully paid Equity Shares of Rs.10/- (Rupees Ten Only) each of the Company."
"RESOLVED FURTHER THAT upon sub-division of the Equity Shares as aforesaid, the Equity Shares held in the dematerialized form, the number of sub-divided Equity Shares be credited to the respective beneficiary accounts of the Members with the Depository Participants, in lieu of the existing credits representing the Equity Shares of the Company, before sub-division."
"RESOLVED FURTHER THAT for the purpose of giving effect to this Resolution, Mr. Harishbhai Fatandas Sawlani, Managing Director of the company and Ms. Komal Agarwal, Company Secretary of the company be and are hereby severally authorised to take such steps as may be necessary for obtaining approvals, statutory, contractual or otherwise in relation to the above and to incur expenditure thereon and to settle all matters arising out of and incidental thereto and to accept and make any alteration(s), modification(s) to the terms and conditions as they may deem necessary, concerning any aspect of the sub- division of equity shares and to give
such directions as may be necessary or desirable, to settle any question, difficulty or doubt that may arise in this regard and to execute all deeds, applications, documents and writings that may be required on behalf of the Company and generally to do all acts, deeds, matters and things as they may, in their absolute discretion deem necessary, expedient, usual or proper in relation to or in connection with or for matters in relation/ consequential to the sub-division of Equity Shares including execution and filing of all the relevant applications, writings, deeds and documents with the Stock Exchange(s) where the shares of the Company are listed, Depositories, Ministry of Corporate Affairs and other appropriate authorities, in due compliance of the applicable rules and regulations, without seeking any further consent or approval of the Members or otherwise, to the end and intent that they shall be deemed to have given their approval thereto expressly by the authority of this Resolution”.
ITEM NO. 2
Resolution No. 2
Alteration of Capital Clause in the Memorandum of Association (MOA) of the Company
To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:
“ RESOLVED THAT pursuant to the provisions of Sections 13, 61 and 64 and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder (including any statutory modification(s) or reenactment thereof for the time being in force), applicable provisions of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Including any statutory modifications or re-enactments thereof, for the time being in force) and in accordance with the Articles of Association of the Company, and subject to such other approval(s)/ consent(s) as may be required from the concerned Statutory/Regulatory Authority(ies), and approval of the Members of the Company be and are hereby accorded for substituting the existing Clause 5 of the Memorandum of Association of the Company with the following :
“V. The Authorized Share Capital of the Company is Rs. 5,00,00,000/- (Rupees Five Crore Only), divided into 2,50,00,000 (Twenty Two Crore Fifty Lakhs) Equity Shares of Rs. 2/- (Rupees Two Only) each ranking pari passu in all respect with the existing Equity Shares.”
RESOLVED FURTHER THAT Mr. Harishbhai Fatandas Sawlani, Managing Director of the company and Ms. Komal Agarwal, Company Secretary of the company be and are hereby severally authorised to do all such acts, deeds, matters and things as may be considered necessary, proper or expedient to give effect to the above resolution(s), including but not limited to filing necessary e-forms with the Registrar of Companies and incorporation of amendments/ suggestions/ observations, if any, made by the Registrar of Companies to the extent applicable, and to execute all deeds, applications, documents and writings that may be required on behalf of the Company and generally to do all acts, deeds, matters and things as they may, in their absolute discretion deem necessary, expedient, usual or proper in relation to or in connection with or for matters in relation/ consequential to this Resolution”.
By order of the Board of Directors, SHANTAI INDUSTRIES LIMITED
Sd/Harishbhai Fatandas Sawlani Managing Director (DIN: 00831848)
Place: Surat Date: February 27, 2025
NOTES:
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A member entitled to attend and vote at the Extra Ordinary general Meeting (the “meeting”) is entitled to appoint a proxy to attend and vote on a poll instead of himself / herself and the proxy need not be a member of the company. The instrument appointing the proxy, duly completed, must be deposited at the company’s registered office not less than 48 hours before the commencement of the meeting. A person can act as a proxy on behalf of members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the company carrying voting rights. A member holding more than ten percent of the total share capital of the company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder. A proxy form for the EOGM is enclosed.
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Corporate members pursuant to Section 113 of the Companies Act, 2013 intending to send their authorized representative to attend the meeting are requested to send to the Company a certified copy of Board resolution authorizing their representative to attend and vote on their behalf at the Meeting.
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Karta in case of HUF, partners/proprietors in case of firm attending and voting should affix the respective stamp of HUF or firm on the attendance sheet, Polling paper or Proxy form.
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Members are requested to quote Folio/DPID number in all their correspondences.
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Relevant documents referred to in the above Notice are open for inspection at the Registered Office of the Company during the business hours on any working day (except Sunday and holidays) between 12.00 p.m. and 4.00 p.m. up to the date of the Extra Ordinary General Meeting.
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The Register of Directors and Key Managerial Personnel and their shareholding, maintained under section 170 of the Companies Act, 2013, will be available for inspection by the members at the EOGM.
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Notice of the EOGM is being sent through electronic mode to those Members whose email addresses are registered with the Company/ RTA/ Depositories, unless a member has requested for a physical copy of documents. Members may note that the Notice will also be available on the Company’s website at www.shantaiindustrieslimited.com, on website of BSE Limited at www.bseindia.comand on the website of NSDL https://www.evoting.nsdl.com. For members who have not registered their email addresses, physical copies of the documents are being sent by the permitted mode.
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Members who have not yet registered their email addresses are requested to register the same with their DPs in case the shares are held by them in electronic form and with the Company/RTA in case the shares are held by them in physical form.
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The Shareholders are requested to direct change of address notifications and updates details to their respective Depository Participant(s).
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Members seeking any information/document as referred in the notice are requested to write to the Company on or before 31[st] day of March, 2025 through email at [email protected]. The same will be addressed by the Company suitably.
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Equity shares of the Company are under compulsory demat trading by all Investors.
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The Notice of the EOGM and instructions for e-voting along with the Attendance Slip and Proxy form, are being sent by electronic mode to all the members whose email addresses are registered with the Company/ Depository Participant(s), unless a member has requested for a physical copy of documents. For members who have not registered their email addresses, physical copies of the documents are being sent by the permitted mode.
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Members may also note that the Notice EOGM will be available on Company’s website, https://www.shantaiindustrieslimited.com/
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Members who have not registered their e-mail addresses so far, are requested to register their e- mail address for receiving all communication from the company electronically and quicker response to their queries to RTA or Company.
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Members are requested to contact our Registrar and Transfer Agent for any query related to shares and other inquiry at following address:-
MCS Share Transfer Agent Limited
- Registrar to Issue & Share Transfer Agents 9 Shiv Shakti Industrial Estate,
1[st] Fl, Neelam Apartment, 88, Sampatrao Colony, Above Chhapanbhog, Alkapuri, Vadodara-390007 Email Id: [email protected] Website: www.mcsregistrars.com Please Quote Folio No. / DP ID & CL ID for any communication for your shareholding
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The shareholder needs to furnish the printed Attendance slip along with a valid identity proof such as the PAN Card, Passport, Aadhar Card or driving license to enter the EOGM hall.
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Additional information, pursuant to Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, in respect of the directors seeking appointment/re- appointment at the EOGM, is furnished as annexure to the Notice. The directors have furnished consent / declaration for their appointment/ re-appointment as required under the Companies Act, 2013 and the Rules there under.
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The voting rights of Shareholders shall be in proportion of their shares held to the paid up equity share capital of the Company as on Monday, 24[th] March, 2025.
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The route map of the venue of the Extra Ordinary General Meeting is appended to this Report. The prominent land mark near the venue is near Agresen Bhavan, Surat.
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Information and other instructions relating to e-voting are as under:
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I. Pursuant to Section 108 of the Companies Act, 2013 (“the Act”) read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has provided a facility to the members to exercise their votes electronically through the electronic voting service facility arranged by NSDL. The facility available for voting through polling paper will also be made available at the EOGM and members attending the EOGM, who have not already cast their votes by remote e-voting shall be able to exercise the right at the EOGM through polling paper. Members who have cast their votes by remote e-voting prior to the EOGM may attend the EOGM but shall not be entitled to cast their votes again.
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II. The facility available for voting through polling paper will also be made available at the EOGM and members attending the EOGM, who have not already cast their votes by remote e-voting shall be able to exercise the right at the EOGM through polling paper.
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III. Members who have cast their votes by remote e-voting prior to the EOGM may attend the EOGM but shall not be entitled to cast their votes again.
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IV. If Members are opting for remote e-voting, they shall not vote by polling paper and vice versa. However, in case Members cast their vote both by polling paper and by remote e-voting, then voting done through remote e-voting shall prevail and voting done by polling paper will be treated as invalid.
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V. Mr. Jitendrakumar Rewashankar Rawal, Practicing Company Secretary has been appointed to act as the Scrutinizer for conducting the remote e-voting process as well as the voting through Poll Paper, in a fair and transparent manner.
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VI. Voting rights shall be reckoned on the paid up value of shares registered in the name of the member as on the cut-off date i.e. 24[th] March, 2025.
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VII. A person, whose name is recorded in the register of members as on the cut-off date, i.e. 24[th] March, 2025 only shall be entitled to avail the facility of remote e-voting / as well as voting through the polling process at the EOGM. Any recipient of the Notice, who has no voting rights as on the Cutoff date, shall treat this Notice as intimation only.
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VIII. A person who has acquired the shares and has become a member of the Company after the
dispatch of the Notice of the EOGM and prior to the Cut-off date i.e. 24[th] March, 2025 shall be entitled to exercise his/her vote either electronically i.e. remote e-voting or through the polling process at the EOGM by following the procedure mentioned in this part.
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IX. The Remote e-voting period will commence on Friday, 28[th] March, 2025 at 9.00 a.m. and will end on Sunday, 30[th] March, 2025 at 5.00 p.m. During this period, the members of the Company holding shares either in physical form or in demat form as on the Cut-off date i.e. 24[th] March, 2025, may cast their vote electronically. The members will not be able to cast their vote electronically beyond the date and time mentioned above and the remote e-voting module shall be automatically disabled for voting thereafter.
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X. Once the vote on a resolution is cast by the member, he/she shall not be allowed to change it subsequently or cast the vote again.
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XI. The Scrutinizer, after scrutinizing the votes cast at the meeting (polling paper) and through remote e-voting, will, not later than 2 working days of conclusion of the Meeting, make a consolidated scrutinizer’s report and submit the same to the Chairman. The results declared along with the consolidated scrutinizer’s report shall be placed on the website of the Company. The results shall be communicated to the Stock Exchanges.
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XII. Subject to receipt of requisite number of votes, the Resolutions shall be deemed to be passed on the date of the Meeting, i.e. 31[st] March, 2025.
XIII. Instructions to Members for e-voting are as under:
The remote e-voting period starts on Friday, 28th March, 2025, on open of working hours (i.e 9:00 hours) and ends on, Sunday, 30th March, 2025, on the close of working hours (i.e. 17:00 hours). The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. 24[th] March, 2025 may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being 24[th] March, 2025.
Any person holding shares in physical form and non-individual shareholders, who acquires shares of the Company and becomes member of the Company after the notice is send through e- mail and holding shares as of the cut-off date i.e. 24[th] March, 2025, may obtain the login ID and password by sending a request at [email protected] or Issuer/RTA. However, if you are already registered with NSDL for remote e-voting, then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using “Forgot User Details/Password” or “Physical User Reset Password” option available on www.evoting.nsdl.com or call on toll free no. 1800 1020 990 and 1800 224 430 . In case of Individual Shareholders holding securities in demat mode who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date i.e. 24[th] March, 2025, may follow steps mentioned in the Notice of the EOGM under “Access to NSDL e-Voting system”.
Step 1: Access to NSDL e-Voting system
A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode
In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies , Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e- Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
| Type of shareholders |
Login Method | Login Method |
|---|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. |
1. 2. 3. |
ExistingIDeASuser can visit the e-Services website of NSDL Viz. https://eservices.nsdl.comeither on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner” icon under“Login”which is available under‘IDeAS’section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on“Access to e-Voting”under e-Voting services and you will be able to see e-Voting page. Click on company name ore- Voting service provider i.e. NSDLand you will be re-directed to e- Voting website of NSDL for casting your vote during the remote e-Voting period. If you are not registered for IDeAS e-Services, option to register is available athttps://eservices.nsdl.com.Select“Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp Visit the e-Voting website of NSDL. Open web browser by typing the following URL:https://www.evoting.nsdl.com/either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be redirected to e-Voting website of NSDL for casting your vote during the remote e- Voting period. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience. |
| Individual Shareholders holding securities in demat mode with CDSL |
1. 2. |
Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi /Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password. After successful login the Easi / Easiest user will be able to see the e- Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting |
| 3. 4. |
option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly. If the user is not registered for Easi/Easiest, option to register is available at CDSL websitewww.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option. Alternatively, the user can directly access e-Voting page by providing demat Account Number and PAN No. from a link in www.cdslindia.comhome page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the demat Account. After successful authentication, user will be able to see the e- Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers. |
|
|---|---|---|
| Individual Shareholders (holding securities in demat mode) login through their depository participants |
You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. Upon logging in, you will be able to see e-Voting option. Click on e- Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e- Voting website of NSDL for casting your vote during the remote e-Voting period |
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
| **Login type ** | Helpdesk details | |
|---|---|---|
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request [email protected] call at 022 - 4886 7000 |
|
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] contact at toll free no. 1800 22 55 33 |
B) Login Method for e-Voting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
- A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com / with your existing IDEAS login. Once you log-in to NSDL eservices
after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
- Your User ID details are given below :
| Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical |
Your User ID is: |
|---|---|
| (a) For Members who hold shares in demat account with NSDL. |
8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**. |
| (b) For Members who hold shares in demat account with CDSL. |
16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12** |
| (c) For Members holding shares in Physical Form. |
EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 129649 then user ID is 129649001 |
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Password details for shareholders other than Individual shareholders are given below:
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a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
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b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
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c) How to retrieve your ‘initial password’?
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(i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
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(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
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If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
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a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.’=nsdl.com.
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b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
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c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
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d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
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After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
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Now, you will have to click on “Login” button.
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After you click on the “Login” button, Home page of e-Voting will open.
- Step 2: Cast your vote electronically and join General Meeting on NSDL e Voting system.
- How to cast your vote electronically and join General Meeting on NSDL e Voting system?
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After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status.
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Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.
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Now you are ready for e-Voting as the Voting page opens.
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Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
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Upon confirmation, the message “Vote cast successfully” will be displayed.
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You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders
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Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected] Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.
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It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
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In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 or send a request to Ms. Sarita Mote at [email protected] .
Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :
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In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected].
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In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected]. If you are an Individual shareholders holding securities in demat
mode, you are requested to refer to the login method explained at step 1 (A ) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode .
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Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.
Please note the following:
A member may participate in the EOGM even after exercising his right to vote through remote e- voting but shall not be allowed to vote again at the EOGM.
A person, whose name is recorded in the register of members or in the register of beneficial owners maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting as well as voting at the EOGM through polling paper. A person who is not a Member as on the cut-off date should treat this Notice of EOGM for information purpose only.
Other information:
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Your login id and password can be used by you exclusively for e-voting on the resolutions placed by the companies in which you are the shareholder.
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It is strongly recommended not to share your password with any other person and take utmost care to keep it confidential.
EXPLANATORY STATEMENT (Pursuant to Section 102(1) of the Companies Act, 2013 and Secretarial Standard II on General Meetings)
ITEM NO. 1 & 2:
The Equity Shares of your Company are listed and traded on BSE Limited.
It is to be noted by the Members that the Company’s good performance over the years and bright outlook has led to the significant rise in its market price of its equity shares. Therefore, in the opinion of the Board of Directors of the Company, the proposed sub-division / spilt will make the Equity Shares of the Company more affordable and is expected to encourage participation of investors at large and thus, it is in the best interest of the investors and the Company
The Management of the Company has decided to sub-divide/split the equity shares of the Company into smaller denominations to encourage wider participation of small investors thereby enhancing liquidity of the equity shares of the Company in the Stock Market
Accordingly, the Board of Directors of the Company at their meeting held on 27[th] February, 2025 considered the proposal and recommended to sub-divide/ split the existing 1 equity share of the Company of face value of Rs. 10/- each fully paid up into 5 equity shares of face value of Rs. 2/- each fully paid, subject to approval of the Members and other statutory and regulatory approvals, as applicable.
Further, the sub-division of shares as aforesaid would also require consequential amendments to the existing Clause V of the Memorandum of Association (“MOA”) of the Company to reflect the change in face value of each Equity Share of the Company from existing Rs.10/- (Rupees Ten only) each to proposed Rs.2/- (Rupees Two only) each. Hence, the Board in its Meeting held on 27[th] February, 2025 also considered and recommended for amendment in the existing Clause 5 of the MoA to reflect the change in proposed face value of each Equity Share of the Company. The proposed sub-division/ split of equity shares will not result in any change in the amount of authorized, issued, paid-up and subscribed share capital of the Company.
As per the provisions of Section 13 and Section 61 of the Companies Act, 2013, approval of the Members by passing Ordinary Resolution is required for sub-division/ split of equity shares and consequent amendment in the Capital Clause of the Memorandum of Association of the Company.
Accordingly, the Board recommends the resolutions set out in Item Nos. 1 & 2 of this Postal Ballot Notice for the approval of the Members of the Company by way of passing of Ordinary Resolution.
None of the Directors/ Key Managerial Personnel of the Company/ their relatives are in any way, concerned or interested, financially or otherwise, in the resolution at Item Nos. 1 & 2 of this Postal Ballot Notice, except to the extent of their shareholding in the Company, if any.
By order of the Board of Directors, SHANTAI INDUSTRIES LIMITED
Place: Surat Date: February 27, 2025
Sd/Harishbhai Fatandas Sawlani Managing Director (DIN: 00831848)