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SOLARA ACTIVE PHARMA SCIENCES LIMITED Regulatory Filings 2021

Mar 16, 2021

61842_rns_2021-03-16_3c8fd6e7-ed19-4500-925e-8bc56b1db502.pdf

Regulatory Filings

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Communication Address: Solara Active Pharma Sciences Limited Batra Centre No. 28. Sardar Patel Road. Post Box 2630 Guindy. Chennai - 600 032. India Tel : +91 44 43446700. 22207500 Fax : +91 44 22350278 E-mail : [email protected] www.solara.co.in

March 16, 2021

Dalal Street, Mumbai – 400 001 Bandra (E), Mumbai – 400 051

The BSE Limited The National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, Bandra-Kurla Complex

Scrip Code: 541540 Scrip Code: SOLARA

Dear Sirs,

  • Sub: Voting Results of Postal Ballot pursuant to Regulation 44 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 ('Listing Regulations') and Scrutinizer's Report
  • Ref: Our letter dated October 30, 2020 intimating Board approval for the reclassification request received from Sequent Scientific Limited (SeQuent) for reclassification from 'Promoter Group' to 'Public' Category'.

Our letter dated dated February 12, 2021 enclosing the Postal Ballot Notice along with the Explanatory Statement seeking the consent of the Members for said reclassification.

We would like to inform you that the aforesaid ordinary resolution has been passed by the Members of the Company by requisite majority. The resolution is deemed as passed on the last date of the evoting, i.e. Sunday, March 14, 2021.

Please find enclosed the Voting Results ("Annexure A") and Report of the Scrutinizer on remote evoting in accordance with Rule 22 of the Companies (Management and Administration) Rules, 2014.

This is for your information and records

For Solara Active Pharma Sciences Limited

S Murali Krishna Company Secretary

Encl: as above

Communication Address:

Solara Active Pharma Sciences Limited Batra Centre No. 28. Sardar Patel Road. Post Box 2630 Guindy. Chennai - 600 032. India Tel : +91 44 43446700. 22207500 Fax : +91 44 22350278 E-mail : [email protected] www.solara.co.in

"ANNEXURE A"

Name of the Company Solara Active Pharma Sciences Limited
Date of declaration of results of Postal Ballot Tuesday, March 16, 2021
(remote e-voting only)
Total number of shareholders on record date 58,845
No. of shareholders present in the meeting Not Applicable
either in person or through proxy:
Promoters and Promoter Group:
Public:
No. of Shareholders attended the meeting Not Applicable
through Video Conferencing:
Promoters and Promoter Group:
Public :

For Solara Active Pharma Sciences Limited

S Murali Krishna Company Secretary

Communication Address:

Solara Active Pharma Sciences Limited Batra Centre No. 28. Sardar Patel Road. Post Box 2630 Guindy. Chennai - 600 032. India Tel : +91 44 43446700. 22207500 Fax : +91 44 22350278 E-mail : [email protected] www.solara.co.in

Resolution (1)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are interested in the
agenda/resolution?
Yes
Description of resolution considered To obtain approval for reclassification of shareholding of Sequent
Scientific Limited from "Promoter group" category to "Public"
category
Category Mode of voting No. of
shares held
No. of
votes
polled
% of
Votes
No. of
polled on
votes – in
outstandi
favour
ng shares
No. of
% of votes
votes
in favour on

votes
agains
polled
t
% of Votes
against on
votes
polled
(3)=[(2)/(
(1)
(2)
(4)
(5)
1)]*100
(6)=[(4)/(2)
]*100
(7)=[(5)/(2)
]*100
Promoter
and
Promoter
Group
E-Voting 15295287 96.5162 15295287 0 100.0000 0.0000
Poll 15847370 0 0.0000 0 0 0 0
Postal Ballot (if
applicable)
0 0.0000 0 0 0 0
Total 15847370 15295287 96.5162 15295287 0 100.0000 0.0000
E-Voting 2201192 33.9280 2201192 0 100.0000 0.0000
Public Poll 6487827 0 0.0000 0 0 0 0
Institutio
ns
Postal Ballot (if
applicable)
0 0.0000 0 0 0 0
Total 6487827 2201192 33.9280 2201192 0 100.0000 0.0000
E-Voting 1406019 10.3577 1405462 557 99.9604 0.0396
Public
Non
Institutio
ns
Poll 13574570 0 0.0000 0 0 0 0
Postal Ballot (if
applicable)
0 0.0000 0 0 0 0
Total 13574570 1406019 10.3577 1405462 557 99.9604 0.0396
Total Total 35909767 18902498 52.6389 18901941 557 99.9971 0.0029
Whether resolution is Pass or Not.
Yes

For Solara Active Pharma Sciences Limited

S Murali Krishna Company Secretary

Preetham Hebbar & Co. Company Secretaries Address: No. 485, Paraashara, 1st Block, BSK 6th Stage, Near BDA Sculpture Park, Subramanyapura, Bengaluru - 560 061, Karnataka, India

Email ID: [email protected]

Scrutinizer's Report

To, The Chairman Solara Active Pharma Sciences Limited 201, Devavrata, Sector 17, Vashi, Navi Mumbai, Mumbai - 400703, Maharashtra

Dear Sir,

Subject: Scrutinizer's report for the postal ballot process conducted through remote e-voting

I, Preetham Hebbar of Preetham Hebbar & Co., Practicing Company Secretaries have been appointed as the Scrutinizer by the Board of Directors of Solara Active Pharma Sciences Limited ("the Company") at its meeting held on October 30, 2020 for scrutinizing the postal ballot proceedings which was conducted through remote evoting in respect of the resolution contained in the Postal ballot notice dated February 3, 2021.

In this regard, I hereby submit my report as under:

    1. The Company issued a notice of postal ballot ("the Notice") pursuant to the provisions of Section 110 of the Companies Act, 2013 ("the Act") read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 ("the Rules") (including any statutory modifications or re-enactment thereof), Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020, General Circular No. 22/2020 dated June 15, 2020, General Circular No. 33/2020 dated September 28, 2020 and General Circular No. 39/2020 dated December 31, 2020 ("the MCA Circulars") to transact the below mentioned special business by the members of the Company ("the Members") by passing an ordinary resolution through postal ballot ("the Postal Ballot")
  • To obtain approval for reclassification of shareholding of Sequent Scientific Limited from "Promoter group" category to "Public" category.
    1. In compliance with the MCA Circulars, the Notice was sent by email to all the members of the Company who have registered their email addresses with the Company/ Registrar and Share Transfer Agent or Depository / Depository Participants and voting was allowed only through remote e-voting.
    1. The Company completed the dispatch of the postal ballot notice on February 12, 2021 by email to members whose names appear in the Register of Members/List of Beneficial Owners as received from Depositories as on Friday, February 5, 2021 ("Cut-off date").

Preetham Hebbar & Co. Company Secretaries Address: No. 485, Paraashara, 1st Block, BSK 6th Stage, Near BDA Sculpture Park, Subramanyapura, Bengaluru - 560 061, Karnataka, India

Email ID: [email protected]

    1. In terms of Regulation 47 of Listing Regulations and Rules 20 and 22 of the Companies (Management & Administration) Rules, 2014, the Company had duly published an advertisement intimating about the voting on resolutions as set out in the Notice through postal ballot by way of remote e-voting and dispatch of the Notice, in English newspaper - Business Standard in English language and Marathi Newspaper-Lokmat in Marathi Language on February 13, 2021.
    1. The members whose names appearing in the Register of Members/List of Beneficial Owners as received from Depositories as on Cut-off date were entitled to vote in relation to the resolution specified in the Notice.
    1. The Company engaged the services of Central Depository Services (India) Limited ("CDSL") for the purpose of providing remote e-voting facility. The Remote e-voting period commenced on Saturday, February 13, 2021 at 9.00 AM and ended on Sunday, March 14, 2021 at 5.00 PM. Thereafter, remote e-voting facility was disabled for voting and the votes cast under the remote e-voting facility were unblocked by me on Monday, March 15, 2021 at 9.34 AM in the presence of two witnesses who were not in employment of the Company and the remote e-voting summary statement was downloaded from e-voting website of CDSL and accordingly register on voting was prepared ("Register on Voting").
    1. Since the Members were required to communicate their assent or dissent only through remote e-voting system as per the MCA Circulars, there were no physical postal ballot forms. Hence, the following will not be applicable for the present postal ballot:
  • a. Keeping the postal ballot forms received under my custody
  • b. Reporting on total number of postal ballot forms received
  • c. Reporting on number of envelopes containing postal ballot forms received after the last date fixed to receive postal ballot forms
  • d. Reporting on number of envelopes containing postal ballot forms returned undelivered
  • e. Reporting on number defaced/mutilated postal ballot forms received
    1. Votes cast by the members through remote e-voting, were reconciled with the records maintained by Cameo Corporate Services Limited, the Registrar and Transfer Agent of the Company.
    1. There were no invalid votes cast by the Members and none of the members had abstained from voting.
    1. Register on voting will be emailed to the Company Secretary of the Company on declaration of results of the Postal Ballot.
    1. In terms of Regulation 31A of Listing Regulations, promoter seeking re-classification did not vote on the Resolution.
    1. Summary of voting results is given in Annexure.

Preetham Hebbar & Co. Company Secretaries Address: No. 485, Paraashara, 1st Block, BSK 6th Stage, Near BDA Sculpture Park, Subramanyapura, Bengaluru - 560 061, Karnataka, India

Email ID: [email protected]

Based on the voting results, the ordinary resolution as placed before the members stands passed with requisite majority.

You may accordingly declare the result of voting of postal ballot conducted through remote e-voting in respect of the resolution as mentioned in the Notice.

Thanking you,

Yours faithfully, For Preetham Hebbar & Co.

Preetham Hebbar Practicing Company Secretary Membership No. A31909 Certificate of Practice No. 21431 UDIN: A031909B004082120

Place: Bengaluru Date: March 16, 2021

Type of Resolution: (Ordinary/Special) Ordinary
Description of resolution To obtain approval for reclassification of shareholding of Sequent Scientific Limited from
"Promoter group" category to "Public" category
Category Mode of
Voting
No of Shares
held as on
Cut-off date
Number
of
members
voted*
No of Votes
polled
% of votes
polled on
outstanding
shares
No of votes-
in favour
% of votes
in favour
on votes
polled
No. of
votes -
against
$%$ of
Votes
against
on votes
polled
Promoter
and
Promoter Group
15,847,370 34 15,295,287 96.52 15,295,287 100
Public -Institutions Remote E-
Voting
6,487,827 24 2,201,192 33.93 2,201,192 100
Public
Non-
Institutions
13,574,570 123 1,406,019 10.36 1,405,462 99.96 557 0.04
Total 35,909,767 181 18,902,498 52.64 18,901,941 100 557

For Solara Active Pharma Sciences Limited

S Murali KrishnaCompany Secretary