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S.J.S. Enterprises Limited — AGM Information 2022
Sep 15, 2022
60895_rns_2022-09-15_57d6c521-c58f-43bd-9204-32ee0c4af8b8.pdf
AGM Information
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September 15, 2022
To,
National Stock Exchange of India Limited BSE Limited Exchange Plaza, 5[th] Floor, Corporate Relationship Department, Plot No. C/1, G Block, 2[nd] Floor, New Trading Wing, Bandra – Kurla Complex, Rotunda Building, P.J. Towers, Bandra (E), Mumbai -400 051 Dalal Street, Mumbai – 400 001 Symbol: SJS Scrip Code: 543387
ISIN: INE284S01014
Dear Sir/Madam,
Subject: Summary of proceedings of the 17[th] Annual General Meeting (AGM)
[as required under Regulation 30 read with Part A of Schedule II of SEBI (Listing Obligations and Disclosure requirements) Regulations, 2015 (the “Listing Regulations”)]
In furtherance of our intimation dated August 20, 2022 and pursuant to the Listing Regulations, we hereby inform that the 17[th] AGM of the shareholders of the Company was held on Thursday, September 15, 2022 at 11:30 A.M. (IST) through Video Conference/ Other Audio Visual Means and the businesses as mentioned in the AGM Notice dated August 18, 2022 were transacted. AGM proceedings as required under the Listing Regulations is annexed herewith.
This intimation will also be made available on the website of the Company at https://www.sjsindia.com.
Request you to kindly take the above on record.
Thank you,
Yours faithfully,
For S.J.S. Enterprises Limited
THABRAZ Digitally signed by THABRAZ HUSHAIN HUSHAIN WAJID AHMED WAJID AHMED Date: 2022.09.15 15:43:10 +05'30'
Thabraz Hushain W. Company Secretary & Compliance Officer Membership No.: A51119
Encl: As above
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SUMMARY OF PROCEEDINGS OF THE 17[TH] ANNUAL GENERAL MEETING OF S.J.S. ENTERPRISES LIMITED
The 17[th] Annual General Meeting (AGM) of the members of S.J.S. Enterprises Limited (the ‘Company’) was held on Thursday, September 15, 2022 at 11:30 A.M. (IST) through Video conference/ Other Audio Visual Means (VC/OAVM).
The meeting was held in compliance with the General Circular number No. 14/ 2020 dated 8[th] April 2020, General Circular No. 17/ 2020 dated 13[th] April 2020, General Circular No. 20/ 2020 dated 5[th] May 2020, General Circular No. 02/2021 dated 13[th] January 2021, General Circular No. 2/2022 dated 05[th] May 2022 and General Circular No. 3/2022 dated 05[th] May 2022 issued by the Ministry of Corporate Affairs (MCA) and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79, SEBI/HO/CFD/CMD2/CIR/P/2021/11 and SEBI/HO/CFD/CMD2/CIR/P/2022/62, dated May 12, 2020, January 15, 2021 and May 13, 2022 respectively, issued by the Securities and Exchange Board of India (SEBI) and as per the applicable provisions of the Companies Act, 2013 and the Rules made thereunder.
The list of Directors & KMPs/SMPs/ Invitees present at the Meeting is as under:
| he list of Directors & KMPs/SMPs/ Invitees present at the Meeting is as under: | |
|---|---|
| Directors & KMPs/SMPs | Location |
| Mr. Ramesh C Jain – Chairman & Independent Director | Gurugram, Haryana |
| Mr. K.A Joseph – Managing Director and Shareholder | Bengaluru, Karnataka |
| Mr. Sanjay Thapar – CEO & Executive Director and Shareholder | Pune, Maharashtra |
| Mr. Kevin K Joseph – Director and Shareholder | Bengaluru, Karnataka |
| Mr. Kazi Arif Uz Zaman – Nominee Director | Bengaluru, Karnataka |
| Mr. Vishal Sharma – Nominee Director & Authorized Representative of Evergraph Holdings Pte. Ltd. |
Gurugram, Haryana |
| Mr. Matthias Frenzel – Independent Director | Sweden |
| Mrs. Veni Thapar – Independent Director | New Delhi |
| Mr. Mahendra Kumar Naredi – Chief Financial Officer | Pune, Maharashtra |
| Mr. Sadashiva Baligar – Chief Operations Officer | Bengaluru, Karnataka |
| Mr. Thabraz Hushain. W – Company Secretary & Compliance Officer | Bengaluru, Karnataka |
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| Invitees | Location |
|---|---|
| Mr. Umang Banka – Partner – BSR & Co. LLP - Statutory Auditors | Bengaluru, Karnataka |
| Mr. C Dwarakanath – Practicing Company Secretary - Secretarial Auditor | Bengaluru, Karnataka |
| Mrs. Manjula BS – Partner - PSV & Associates - Cost Auditor | Bengaluru, Karnataka |
| Mr. Prashant Dayma – Partner - Kumbhat & Co. - Internal Auditor | Bengaluru, Karnataka |
| Mr. Ananta R Deshpande – Practicing Company Secretary, Scrutinizer for the AGM |
Bengaluru, Karnataka |
A total of 63 (Sixty-three) members attended the meeting through VC. The meeting commenced at 11:30 A.M. (IST) and concluded at 12.55 P.M. (IST) (including time allowed for e-voting at the AGM).
Mr. Thabraz Hushain W, Company Secretary & Compliance Officer, welcomed the shareholders and the dignitaries to the AGM. He informed that the AGM was being held through VC/OAVM in accordance with the relevant Circulars issued by the Ministry of Corporate Affairs and SEBI and that the Company had provided to the members, the facility to cast their votes electronically through remote e-voting and by way of e-voting at the Annual General Meeting on all resolutions set forth in the AGM Notice. It was further informed that there was no option for nomination of proxies and voting by show of hands.
Mr. Ramesh C Jain, the Chairman of the Company, chaired the AGM. He confirmed that the requisite quorum was present and hence called the meeting to order. He informed that the necessary Registers and other relevant documents as prescribed under the Companies Act, 2013 and those pertaining to the agenda items were made available for electronic inspection by the members. Thereafter, he delivered his speech, which focused on the industry at large and the performance of the Company in the current challenging environment. This was followed by a presentation of Mr. Sanjay Thapar - CEO & Executive Director on the Financial Performance of the Company and Business highlights for FY 2021-22 and the outlook for financial years 2023 to 2025.
The Ordinary and Special businesses, as per the Notice of the AGM dated August 18, 2022 (listed below) were transacted at the meeting:
| ITEM NO. |
SUBJECT | RESOLUTI ON TYPE |
|---|---|---|
| Ordinary Business | ||
| 1 | To receive, consider and adopt the Audited Financial Statements (Standalone and Consolidated) of the Company for the financial year ended 31stMarch 2022 together with the reports of the Board of Directors and Auditors thereon. |
Ordinary Resolution |
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2 Re-appointment of Mr. Kazi Arif Uz Zaman (DIN: 00237331), who retires by Ordinary rotation and being eligible, offers himself for re-appointment. Resolution Special Business 3 Ratification of Cost Auditor’s Remuneration. Ordinary Resolution
Shareholders who had registered themselves for asking questions were provided an opportunity to do so through VC/ audio. Other shareholders were allowed to post their questions or express their views through chat. Clarifications were provided to the various queries raised by the Shareholders.
The Chairman informed that the Board of Directors had appointed CS Ananta R Deshpande (FCS 11869 and CP No. 20322), Company Secretary in Practice, as the Scrutinizer to supervise the remote e-voting & e-voting process at the AGM. He further stated that the Scrutinizer’s report would be received by the Company within the timeline as prescribed and the same would be intimated to the Stock Exchanges and be placed on the website of the Company.
Mr. K A Joseph – Managing Director, made his closing comments by stressing on the sustainability and inclusive growth initiatives that the Company was pursuing. He expressed his gratitude to the shareholders for attending the AGM and appreciated the Company’s management for organizing the event seamlessly.
For S.J.S. Enterprises Limited
THABRAZ Digitally signed by HUSHAIN THABRAZ HUSHAIN WAJID AHMED WAJID Date: 2022.09.15 AHMED 15:43:36 +05'30'
Thabraz Hushain W. Company Secretary & Compliance Officer Membership No.: A51119