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STRIDES PHARMA SCIENCE LIMITED — Proxy Solicitation & Information Statement 2022
Jun 6, 2022
62616_rns_2022-06-06_e3a1c6d2-f9a4-4d2a-b662-2f8c10580c17.pdf
Proxy Solicitation & Information Statement
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June 6, 2022
The BSE Limited
Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 Scrip Code: 532531
The National Stock Exchange of India Limited Exchange Plaza, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051 Scrip Code: STAR
Dear Sirs,
Sub: Notice of Postal Ballot
In line with the SEBI (Listing Obligations and Disclosure Requirements) Regulation 2015, we enclose herewith Notice of Postal Ballot dated May 24, 2022, seeking approval of Members of the Company for the following resolution:
| # | Description of the Resolution | Type of Resolution |
|---|---|---|
| 1. | Appointment of Mr. Arun Kumar (DIN: 00084845) as Executive Chairperson & Managing Director of the Company |
Special Resolution |
Date of events relevant to Postal Ballot are as below:
| # | Particulars | Dates |
|---|---|---|
| 1. | Date of Completion of dispatch of Notice (by electronic means) to members whose names appear in the Register of Members/ List of Beneficial Owners as received from Depositories as on Friday, May 27, 2022 |
Monday, June 6, 2022 |
| 2. | Date of Commencement of e-Voting | Tuesday, June 7, 2022 at 9.00 am |
| 3. | Date of Ending of e-Voting (“Last Date”) | Wednesday, July 6, 2022 at 5.00 pm |
| 4. | Results of Postal Ballot | On or before Friday, July 8, 2022 |
Postal Ballot Notice, along with the Explanatory Statement, is uploaded on the website of the Company at www.strides.com and on the website of KFin Technologies Limited at https://evoting.kfintech.com.
This is for your information and records.
Thanks & Regards, For Strides Pharma Science Limited, Manjula Ramamurthy Company Secretary
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Encl. As above
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STRIDES PHARMA SCIENCE LIMITED
CIN: L24230MH1990PLC057062
Regd. Office: 201, ‘Devavrata’, Sector – 17, Vashi, Navi Mumbai – 400 703 Tel No.: +91 22 2789 2924/ 2789 3199
Corp. Office: ‘Strides House’, Bilekahalli, Bannerghatta Road, Bengaluru – 560 076 Tel No.: +91 80 6784 0000/ 6784 0290 Website: www.strides.com; Email: [email protected]
NOTICE OF POSTAL BALLOT
Dear Shareholders,
NOTICE is hereby given, in accordance with Section 110 of the Companies Act, 2013 (the “ Act ”) read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“ Rules ”) including any amendment(s) thereof, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“ Listing Regulations ”), 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, General Circular No. 39/ 2020 dated December 31, 2020, General Circular No. 10/ 2021 dated June 23, 2021, General Circular No. 20/ 2021 dated December 8, 2021, and General Circular No. 3/ 2022 dated May 5, 2022 (“ General Circulars ”) issued by the Ministry of Corporate Affairs (the “ MCA ”), for seeking approval of the Shareholders of Strides Pharma Science Limited (the “ Company ”) for the business set out hereunder through Postal Ballot by remote e-voting (“ Postal Ballot/ e-Voting ”).
In view of the current extraordinary circumstances due to COVID-19 pandemic requiring social distancing, MCA in terms of its General Circulars, has advised the companies to take all decisions of urgent nature requiring shareholders’ approval, other than items of ordinary business or business where any person has a right to be heard, through the mechanism of Postal Ballot/ e-Voting in accordance with the provisions of the Act and Rules made thereunder, without holding a general meeting that requires physical presence of Shareholders at a common venue.
Further, in terms of the General Circulars, the Company shall send Postal Ballot Notice by email to all its Shareholders who have registered their email addresses with the Company or depository/ depository participants and the communication of assent / dissent of the Shareholders shall only take place through remote e-Voting system. This Postal Ballot is accordingly being initiated in compliance with the General Circulars.
The proposed Resolution and Explanatory Statement pursuant to Section 102 of the Act setting out all material facts relating to the proposed resolution is annexed hereto for your consideration.
Scrutinizer for conducting the Postal Ballot
The Board of Directors, pursuant to Rule 22(5) of the Rules, have appointed Mr. Binoy Chacko (Membership No. FCS: 4792 and CP: 4221), Partner of M/s. Joseph and Chacko LLP, Company Secretaries as Scrutinizer for conducting the Postal Ballot/ e-Voting in accordance with the law and in a fair and transparent manner.
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E-voting
Pursuant to Section 108 of the Act read with Rule 20 of the Rules and Regulation 44 of the Listing Regulations, the Company has engaged KFin Technologies Limited (formerly, KFin Technologies Private Limited), Registrar and Transfer Agents of the Company (“ KFintech ” or “ RTA ”), as the agency to provide e-Voting facility for its Shareholders.
The remote E-voting facility is available at the link: https://evoting.kfintech.com and commences from Tuesday, June 7, 2022 at 09.00 am and concludes on Wednesday, July 6, 2022 at 05.00 pm. E-Voting module shall be disabled by KFintech for voting thereafter. Shareholders desiring to exercise their votes are requested to carefully read the “ Information and Instructions relating to e- Voting ” provided in the Notes to this Notice.
The Scrutinizer shall submit his Report, in writing, upon completion of scrutiny of e-Voting data provided by KFintech, in a fair and transparent manner. The result on the resolution proposed to be passed through Postal Ballot/ e-Voting shall be announced on or before Friday, July 8, 2022 and shall be displayed on the notice board at the Registered Office of the Company for a period of 3 (Three) days and shall be communicated to BSE Limited and National Stock Exchange of India Limited (“ Stock Exchanges ”) where the equity shares of the Company are listed. The results of the Postal Ballot/ e- Voting shall also be displayed on the Company’s website at www.strides.com and on the website of KFintech: https://evoting.kfintech.com/
Key details regarding the Postal Ballot/ e-Voting
| # | Particulars | Details |
|---|---|---|
| 1) | Link for remote e-Voting | https://evoting.kfintech.com/ |
| 2) | Scrutinizer Details | Mr. Binoy Chacko (Membership No. FCS: 4792 and CP: 4221), |
| Partner of M/s. Joseph and Chacko LLP, Company Secretaries, | ||
| Bengaluru. | ||
| Email:[email protected] | ||
| 3) | Cut-off date for eligibility | Friday, May 27, 2022 |
| for e-Voting | ||
| 4) | Time period for e-voting | Starts:Tuesday, June 7, 2022 at 09.00 am. |
| Ends:Wednesday, July 6, 2022 at 05.00 pm. | ||
| 5) | Link for Shareholders to temporarily | https://ris.kfintech.com/clientservices/postalballot/registration.aspx |
| update e- mail address | ||
| 6) | Last date for publishing results of | On or before Friday, July 8, 2022 |
| the e-Voting | ||
| 7) | In case of any grievances or queries, contact |
Mr. Raju S.V, Dy. Vice President/ Mr. Mohan Kumar A, Manager |
| KFin Technologies Limited | ||
| (formerly, KFin Technologies Private Limited) | ||
| E-mail:[email protected]; | ||
| Toll Free No.:1800 3094001 |
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RESOLUTION FOR APPROVAL THROUGH POSTAL BALLOT
SPECIAL BUSINESS
Item 1: Appointment of Mr. Arun Kumar (DIN: 00084845) as Executive Chairperson & Managing Director of the Company
To consider and if deemed fit, to pass with or without modification(s), the following resolution as a Special Resolution :
“ RESOLVED that pursuant to provisions of Section 196, 197, 198, 203 and other applicable provisions of the Companies Act, 2013 and the rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and Regulation 17 and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and subject to other statutory/ regulatory approvals, as may be necessary, consent of the Shareholders of the Company be and is hereby accorded to appoint Mr. Arun Kumar (DIN: 00084845) as Executive Chairperson & Managing Director of the Company, liable to retire by rotation, for a period of three (3) years with effect from April 7, 2022 with the remuneration and benefits as detailed below:
| Fixed Pay | Re.1 (one) per annum |
|---|---|
| Performance linked Variable Pay |
Not exceeding Rs. 6 Crores (Rupees Six Crores), to be recommended by Nomination and Remuneration Committee (NRC), based on achievement of the operational profitability agreed with the NRC/ Board of Directors of the Company. The Board and NRC shall have absolute powers to determine the quantum of variable pay-out. |
| Other Benefits | Chauffer driven car for use on Company’s business; Telephone facility at residence; & One club Membership |
RESOLVED FURTHER that any Director or Company Secretary of the Company be and are hereby severally authorized to do all such acts, deeds, matters, things and sign and file all such papers, documents, forms and writings as may be necessary and incidental to the aforesaid resolution.”
Place: Bengaluru Date: May 24, 2022
By Order of the Board For Strides Pharma Science Limited Sd/Manjula Ramamurthy Company Secretary
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EXPLANATORY STATEMENT
(Pursuant to Section 102 of the Companies Act, 2013)
As required by Section 102 of the Companies Act, 2013 (Act), the following explanatory statement sets out all the material facts relating to the business mentioned under Item 1 of the accompanying Notice:
Item 1: Appointment of Mr. Arun Kumar (DIN: 00084845) as Executive Chairperson & Managing Director of the Company
Mr. Arun Kumar (Arun) is the Founder and Promoter Director of the Company and is on the Board of the Company since its inception. He has earlier been the Managing Director of the Company. In January 2020, Arun passed the baton of the Company to Dr. R. Ananthanarayanan (Dr. Ananth) and Arun moved into a non-executive role as Chairperson of the Board effective April 1, 2020.
Dr. Ananth resigned from his position effective March 31, 2022. Consequent to this, the Nomination & Remuneration Committee (NRC) and the Board of Directors of the Company at their meeting held on March 29, 2022, proposed that Arun returns to the Company in an executive role and be appointed as the Executive Chairperson and Managing Director of the Company.
In his role, Arun shall drive Company’s strategy with a key focus on returning the Company to growth, with better operating margins, improved cash flows and significant reduction in debt. Apart from steering the business strategy for Strides, Arun, along with the core leadership, shall be responsible for the Global operations for the Company.
Arun shall frequently engage with the management team to review and provide inputs, feedback and the Board’s perspective on a range of issues including leadership, critical talent management, succession planning, executive performance evaluation, stakeholder relations, corporate social responsibility, interface with subsidiaries and joint ventures and mentoring of leaders.
NRC and Board Members considered Arun’s profile vis-à-vis the Board Skill Matrix (as identified by the Board). Considering Arun’s immense business knowledge, acumen, experience, continuous substantial contributions made by him, and the significant time spent by him in the Company, the NRC and Board was of the unanimous opinion that he has the requisite capabilities and experience, as is required to discharge his duties as Executive Chairperson & Managing Director of the Company.
Accordingly, Arun was appointed as the Executive Chairperson and Managing Director of the Company effective April 7, 2022.
Further, considering that the Company reported a weak financial performance for FY 2021-22, Arun expressed that he does not want to draw any fixed remuneration and his pay-out be kept variable in nature and linked to achievement of the agreed operational profitability with the NRC/ Board of Directors of the Company. Accordingly, the NRC and Board proposed the remuneration as stated in the resolution.
The Company has received requisite consent and declarations from Arun for his appointment as Executive Chairperson & Managing Director, in line with the Companies Act and the SEBI Listing Regulations. Arun is not disqualified from being appointed as a Director of the Company under Section 164 of the Act.
A brief profile of Arun, along with information, as required to be provided under the Companies Act, 2013, Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings is enclosed as an Annexure.
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A copy of memorandum of terms of appointment of Arun is available for e-inspection by the Shareholders of the Company.
Except Arun and his relatives/ entities who are part of the Promoter Group, none of the other Directors, Key Managerial Personnel, remaining Promoters or their relatives are in any way concerned or interested, financially or otherwise, in the said resolution.
Board recommends passing of the resolution as set out in Item 1 of the Notice as a Special Resolution and requests Shareholders' approval for the same.
By Order of the Board For Strides Pharma Science Limited Place: Bengaluru Sd/- Date: May 24, 2022 Manjula Ramamurthy Company Secretary
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Annexure
Information as required under the Companies Act, SEBI Listing Regulations & Secretarial Standards for General Meetings
-
I. General Information
-
1) Nature of Industry
Pharmaceutical Industry
- 2) Date or expected date of commencement of commercial production
Not applicable, as the Company is an existing Company
- 3) In case of new companies, expected date of commencement of activities as per project approved by financial institutions appearing in the prospectus
Not applicable, as the Company is an existing Company
- 4) Financial performance based on given indicators
Mentioned as under:
| Rs. in Million | Rs. in Million | Rs. in Million | ||||
|---|---|---|---|---|---|---|
| Particulars | Standalone | Consolidated | ||||
| 2021-22 | 2020-21 | 2019-20 | 2021-22 | 2020-21 | 2019-20 | |
| Total Revenue | 21,024.88 | 19,465.62 | 17,743.13 | 32,022.38 | 33,672.97 | 28,050.84 |
| Total Expense (excluding exception items) |
20,809.80 | 18,349.27 | 16,224.55 | 35,001.14 | 30,373.92 | 25,654.95 |
| Profit After Tax | 1,801.88 | 782.40 | 1,116.99 | (4,742.50) | 2,577.29 | 305.96 |
Dividend per share
| Dividend | Financial Year | ||
|---|---|---|---|
| FY 2021-22 | FY 2020-21 | FY 2019-20 | |
| Interim | - | - | Rs. 12.00 |
| Final | - | Rs. 2.50 | Rs. 2.00 |
| Total Dividend per share | - | Rs. 2.50 | Rs. 14.00 |
- 5) Foreign investments or collaborations, if any:
The Company is listed on the BSE Limited and National Stock Exchange of India Limited.
As at March 31, 2022, Foreign Holding in the Company was at 21.93%.
There are no Foreign Collaborations.
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II. Information about the Appointee
1) Background details, Recognition/ Awards, Job Profile and Suitability to the role
Mr. Arun Kumar, aged about 61 years, and a commerce graduate is the Founder and Promoter Director of the Company. He is a Board Member since its inception and is currently the Executive Chairperson & Managing Director of the Company.
Arun is a first-generation entrepreneur and is known for his intellect of building “difficult to operate” domains with high scarcity value. He founded Strides Pharma Science Limited (Strides) in 1990 and has since led the Company to the Global scale with a differentiated business model and delivering value for its stakeholders, including distribution of the most extensive dividend by a pharmaceutical company in India.
Arun is a recipient of E&Y Entrepreneur of the year award in the Healthcare sector in 2000. He has also been awarded the Business Today “India Best CEO Award (Mid-Sized Companies Category)” and the “Best CEO in the Pharma & Healthcare Industry” in 2014.
During the FY 2021-22, Arun attended 8 out of 9 board meetings. At Strides, Arun is also a member of the CSR Committee and Stakeholders Relationship Committee. He attends the Board and Committee meetings regularly and actively participates in these meetings providing his inputs on matters relating to growth of the business of the Company and effective corporate governance.
3) Past Remuneration, Proposed Remuneration & Comparative remuneration
Past Remuneration
| FY | Designation | Amount (Rs.) | Remarks |
|---|---|---|---|
| 2019-20 | Managing Director | 7.21 Crore | Including variable pay |
| 2020-21 | Non-Executive Director (NED) |
15.00 Lakhs | Comprises of • Sitting Fees – Rs. 5 Lakhs; and; • Commission - Rs. 10 Lakhs (which was paid to all the NEDs of the Company for the said period). |
| 62.70 Lakhs | Towards full and final settlement during his tenure as ED of the Company during FY 18-19 and FY 19-20. |
||
| 2021-22 | Non-Executive Director | 8.00 Lakhs | Towards sitting fees |
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Proposed Remuneration
Considering that the Company reported a weak financial performance for FY 2021-22, Arun expressed that he does not want to draw any fixed remuneration and his pay-out be kept variable in nature and linked to achievement of the agreed operational profitability with the NRC/ Board of Directors of the Company.
Accordingly, the NRC and Board in their meeting held on May 24, 2022, proposed the remuneration as stated in the resolution.
Comparative remuneration
Arun’s skill set and his experience places him in a correspondingly equal position to major pharmaceutical companies in India. Considering the general industry and the specific company profile, the proposed remuneration is in line with the industry levels and that of comparatively placed companies in India.
3) Pecuniary relationship directly or indirectly with the Company or relationship with the managerial personnel, or other director, if any
Arun has pecuniary relationship with the Company in his capacity as Founder and Promoter Director of the Company. Arun is not related any other director or any managerial personnel of the Company.
- III. Disclosure as required under Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
A brief resume of the Director and nature of his expertise in specific functional areas
As mentioned in Section 1 of point number II above.
Disclosure of relationships between Directors inter-se
Arun is not related to any of the Directors of the Company.
Directorship and Committee Memberships held in Companies in India
| Listed Companies | Category of Directorship |
Committee Memberships |
|---|---|---|
| Strides Pharma Science Limited |
Executive Director | Member Stakeholders Relationship Committee CSR Committee |
| Solara Active Pharma Sciences Limited |
Non-Executive Director |
None |
| Unlisted Companies | ||
| Stelis Biopharma Limited |
Non-Executive Director |
Chairperson Corporate Social Responsibility Committee |
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Listed Companies from which resigned in the past three years: NONE
Shareholding in the Company: Mr. Arun Kumar is the Founder and part of the Promoter Group of the Company. His shareholding in the Company as at the date of this notice is as under:
| # | Particulars | No. of shares |
% to paid up capital |
|---|---|---|---|
| 1 | Arun Kumar | 15,40,997 | 1.72% |
| 2 | Other Members/ Entities forming part of his group | 1,03,50,632 | 11.53% |
| Total | 1,18,91,629 | 13.25% |
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NOTES
- Approval of Shareholders of the Company is solicited by passing requisite resolution through Postal Ballot/ e-Voting for business set out in Item 1 of this Notice.
Explanatory Statement pursuant to Sections 102 read with Section 110 of the Act stating all material facts pertaining to the resolution is annexed along with Postal Ballot Notice for your consideration.
- Postal Ballot Notice is being sent only by electronic mode to all the Shareholders of the Company , whose names appear in the Register of Members/ List of Beneficial Owners as received from National Securities Depository Limited (“NSDL”) and Central Depository Services (India) Limited (“CDSL”), (NSDL together with CDSL, the “Depositories”) and as available with the Company as at Friday, May 27, 2022 (“ Cut Off Date ”).
A copy of this Postal Ballot Notice shall also be available on the website of the Company www.strides.com, the relevant section of the websites of the Stock Exchanges on which the Equity Shares of the Company are listed and the website of KFin Technologies Limited (formerly, KFin Technologies Private Limited), Registrar and Transfer Agent of the Company (“ KFintech ” or “ RTA ”).
Voting facility only. A person who is not a Shareholder as on the Cut-off Date should treat this Notice for information purpose only.
Voting rights of a Shareholder/ beneficial owner (in case of electronic shareholding) shall be in proportion to his/ her/ its shareholding in the paid-up equity share capital of the Company as on the Cut Off Date.
-
Resolution, if approved, by the Shareholders by means of Postal Ballot/ e-Voting is deemed to have been passed at a General Meeting of the Shareholders and the last date of the e-Voting i.e., Wednesday, July 6, 2022, shall be the date on which the Resolution shall be deemed to have been passed, if approved by the requisite majority.
-
Temporary Email Registration
The Company is sending Postal Ballot Notice in electronic form only as permitted under the General Circulars. Accordingly, the communication of the assent or dissent of the Shareholders would take place through remote e-Voting system only.
To facilitate such Shareholders to receive this notice electronically and cast their vote electronically, the Company has made arrangement with RTA for registration of email addresses in terms of the General Circulars.
Process for registration of email addresses is as under:
- (a) Pursuant to General Circulars for remote e-Voting for this Postal Ballot, Shareholders who have not registered their email address and in consequence the e-Voting notice could not be serviced, may temporarily get their email address registered with the Company’s RTA by clicking the link: https://ris.kfintech.com/clientservices/postalballot/registration.aspx and following the below process:
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1) Select the company name “Strides Pharma Science Limited”
-
2) Select the Holding type from the drop down i.e. - NSDL/CDSL/Physical
-
3) Enter DP ID – Client ID (in case shares are held in electronic form)/ Physical Folio No. (in case shares are held in physical form) and PAN.
-
4) If PAN details are not available in the system, the system will prompt to upload a selfattested copy of the PAN card for updating records.
-
5) In case of shares held in physical form where PAN details are not available in the records, please enter any one of the Share Certificate No. in respect of the shares held by you.
-
6) Enter the email address and mobile number.
-
7) System will validate DP ID – Client ID/Folio No. and PAN or Share certificate No., as the case may be, and send OTP at the registered mobile number as well as email address for validation.
-
8) Enter the OTPs received by SMS and email to complete the validation process. OTP will be valid for 5 minutes only.
-
9) The Notice and e-Voting instructions along with the User ID and Password will be sent on the email address updated by the Shareholder.
Shareholders may also register their e-mail IDs by sending an e-mail citing subject line as “Strides’ Postal Ballot - Registration of e-mail IDs” to [email protected] with
-
Name of registered Member(s)/ shareholder(s);
-
Folio number(s)/ DP ID/ Client ID; and
-
No. of equity shares held
from the email address they wish to register.
Post successful registration of the email, the Shareholder would get soft copy of the Notice and the procedure for e-Voting along with the User ID and Password to enable e-Voting for this Postal Ballot.
In case of any queries, Shareholder may write to [email protected] or [email protected]
-
(b) It is further clarified that for permanent registration of email address, Shareholders are requested to register their email addresses by following due procedure:
-
For electronic holdings : with their concerned Depository Participants; and
-
For physical holdings : with the Company’s Registrar and Share Transfer Agent, KFintech
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- (c) Those Shareholders who have already registered their email addresses are requested to keep their email addresses validated with their Depository Participants/ the Company’s RTA to enable servicing of notices/ documents/ Annual Reports electronically to their email address.
If any Shareholder who has registered the email address and not received Postal Ballot notice, User-Id and password for remote e-Voting, may write to [email protected] or [email protected] from the registered email address to receive the same.
- In compliance with Sections 108 and 110 of the Act and the Rules made thereunder and Regulation 44 of the Listing Regulations and General Circulars, Company is providing the facility to the Shareholders to exercise their votes electronically and vote on the resolution through e-Voting facility.
The Company has engaged the services of KFintech as the agency to provide e-Voting facility.
Instructions for e-Voting are provided as part of this Postal Ballot Notice which the Shareholders are requested to read carefully before casting their vote.
- A Shareholder cannot exercise vote by sending physical Postal Ballot or by proxy on Postal Ballot.
All the Shareholders are requested to cast their votes only through remote e-Voting as per the procedure provided in Note 9.
- The Scrutinizer shall submit his Report on the resolution proposed to be passed through Postal Ballot/ e-Voting to the Company Secretary of the Company after completion of the scrutiny.
The result of the voting by Postal Ballot shall be announced on or before Friday, July 8, 2022 and shall be communicated to BSE Limited and National Stock Exchange of India Limited (“Stock Exchanges”) where the equity shares of the Company are listed.
The results of the Postal Ballot/ e-Voting shall also be displayed on the notice board at the Registered Office of the Company for a period of 3 (Three) days, on the Company’s website at www.strides.com and on the website of Kfintech at https://evoting.kfintech.com/
-
All documents referred to in this Postal Ballot Notice shall be available for inspection electronically on the website of the Company from the date of dispatch of the Postal Ballot Notice, until the last date of voting by remote e-Voting. Shareholders seeking to inspect such documents may also send an email to [email protected].
-
Procedure of e-Voting
-
i. Pursuant to the provisions of Section 108 and other applicable provisions of the Act read with the Rules, and Regulation 44 of Listing Regulations, as amended, read with SEBI Circular no. SEBI/ HO/ CFD/ CMD/ CIR/ P/ 2020/ 242 dated December 9, 2020 on “e-Voting Facility provided by Listed Entities”, the Company is providing facility to the Shareholders to exercise votes through e-Voting on the e-Voting platform provided by KFintech to enable them to cast their votes electronically.
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-
ii. The e-Voting facility will be available during the following period:
-
Commencement of e-Voting : 9:00 a.m. (IST) on Tuesday, June 7, 2022;
-
End of e-Voting : 5:00 p.m. (IST) on Wednesday, July 6, 2022
The remote e-Voting will not be allowed beyond the aforesaid date and time and the remote e- Voting module shall be forthwith disabled by KFintech upon expiry of the aforesaid period.
- iii. The process and manner of e-Voting shall be as under:
INFORMATION AND INSTRUCTIONS RELATING TO e-VOTING
-
Step 1: Access to Depositories e-Voting system in case of individual shareholders holding shares in demat mode.
-
Step 2: Access to KFintech e-Voting system in case of shareholders holding shares in physical form and non-individual shareholders in demat mode.
Details on Step 1 are mentioned below:
- 1) Login method for remote e-Voting for Individual shareholders holding securities in demat mode
| Individual Shareholders holding securities in demat mode with NSDL |
Individual Shareholders holding securities in demat mode with CDSL |
|---|---|
| 1. Users already registered for IDeAS facility: (i) Visit URL:https://eservices.nsdl.com (ii) Click on the “Beneficial Owner” icon under “Login” under ‘IDeAS’ section. (iii) On the new page, enter User ID and Password. Post successful authentication, click on “Access to e-Voting” (iv) Click on company name or e-Voting service provider and you will be re-directed to e- Voting service provider website for casting the vote during the remote e-Voting period. |
1. Users who have opted for Easi/ Easiest (i) Visit URL: https://web.cdslindia.com/myeasi/home/login Or URL:www.cdslindia.com (ii) Click on New System Myeasi (iii) Login with your registered user id and password. (iv) User will see the e-Voting Menu. The Menu will have links of ESP i.e. KFintech e-Voting portal. (v) Click on e-Voting service provider name to cast your vote. |
| 2. Users not registered for IDeAS e-Services (i) To register click on link: https://eservices.nsdl.com (ii) Select “Register Online for IDeAS” or click at https://eservices.nsdl.com/SecureWeb/IdeasD irectReg.jsp |
2. User not registered for Easi/ Easiest (i) Option to register is available at https://web.cdslindia.com/myeasi/Registration/Ea siRegistration (ii) Proceed with completing the required fields. (iii) Follow the steps given in point no. 1 |
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| (iii) Proceed with completing the required fields. (iv) Follow steps given in point no. 1 |
|
|---|---|
| 3. Users may alternatively vote by directly accessing the e-Voting website of NSDL (i) Open URL:https://www.evoting.nsdl.com/ (ii) Click on the icon “Login” which is available under ‘Shareholder/ Member’ section. (iii) A new screen will open. You will have to enter your User ID (i.e. your sixteen-digit demat account number held with NSDL), Password / OTP and a Verification Code as shown on the screen. (iv) Post successful authentication, you will be requested to select the name of the company and the e-Voting Service Provider name, i.e., KFintech. (v) On successful selection, you will be redirected to KFintech e-Voting page for casting your vote during the remote e-Voting period. |
3. Users may alternatively vote by directly accessing the e-Voting website of CDSL (i) Visit URL:www.cdslindia.com (ii) Provide your Demat Account Number and PAN No. (iii) System will authenticate user by sending OTP on registered Mobile & Email as recorded in the Demat Account. (iv) After successful authentication, user will be provided links for the respective ESP, i.e., KFintech where the e- Voting is in progress. |
Individual Shareholders login through their Demat accounts/ Website of Depository Participant
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(i) Shareholders may login using the login credentials of their demat account through their Depository Participants registered with NSDL /CDSL for e-Voting facility.
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(ii) Once logged-in, Shareholders will be able to see e-Voting option.
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(iii) On clicking e-Voting option, Shareholders will be redirected to NSDL/ CDSL website after successful authentication, wherein they will be able to view the e-Voting feature.
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(iv) Click on options available against ‘Strides Pharma Science Limited’ or ‘KFintech’
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(v) Shareholders will be redirected to e-Voting website of KFintech for casting their vote during the remote e-Voting period without any further authentication.
Important note: Shareholders who are unable to retrieve User ID / Password are advised to use Forgot user ID and Forgot Password option available at above mentioned websites.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e., NSDL and CDSL is as under:
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Important note: Shareholders who are unable to retrieve User ID / Password are advised to use Forgot user ID and Forgot Password option available at above mentioned websites.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e., NSDL and CDSL is as under:
| Login type | Helpdesk details |
|---|---|
| Securities held with NSDL | Please contact NSDL helpdesk by sending a request at [email protected] or call at toll free no.:1800 1020 990and1800 22 44 30 |
| Securities held with CDSL | Please contact CDSL helpdesk by sending a request at [email protected] or contact at022- 23058738or022-23058542-43 |
Details on Step 2 are mentioned below:
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1) Login method for shareholders holding shares in physical form and non-individual shareholders in demat mode
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A) Shareholders whose email IDs are registered with the Company/ Depository Participant(s), will receive an email from KFintech which will include details of e-Voting Event Number (EVEN), USER ID and password. They will have to follow the following process:
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(i) Launch internet browser by typing the URL: https://evoting.kfintech.com/
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(ii) Enter the login credentials (i.e. User ID and password). In case of physical folio, User ID will be EVEN (e-Voting Event Number) XXXX, followed by folio number. In case of Demat account, User ID will be your DP ID and Client ID. However, if you are already registered with KFintech for e-Voting, you can use your existing User ID and password for casting the vote.
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(iii) After entering these details appropriately, click on “LOGIN”.
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(iv) You will now reach password change Menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A- Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$, etc.,). The system will prompt you to change your password and update your contact details like mobile number, email ID etc., on first login. You may also enter a secret question and answer of your choice to retrieve your password in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential.
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(v) You need to login again with the new credentials.
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(vi) On successful login, the system will prompt you to select the “EVEN” i.e., “STRIDES PHARMA SCIENCE LIMITED” and click on “Submit”.
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(vii) On the voting page, enter the number of shares (which represents the number of votes) as on the Cut-off Date under “FOR/ AGAINST” or alternatively, you may partially enter any number in “FOR” and partially “AGAINST” but the total number in “FOR/ AGAINST” taken together
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shall not exceed your total shareholding as mentioned herein above. You may also choose the option “ABSTAIN”. If the Shareholder does not indicate either “FOR” or “AGAINST” it will be treated as “ABSTAIN” and the shares held will not be counted under either head.
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(viii) Shareholders holding multiple folios/ demat accounts shall choose the voting process separately for each folio/ demat accounts.
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(ix) Voting has to be done for each item of the notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as Abstained.
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(x) You may then cast your vote by selecting an appropriate option and click on “Submit”.
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(xi) A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once you have voted on the resolution, you will not be allowed to modify your vote. During the voting period, Shareholders can login any number of times till they have voted on the Resolution.
Corporate/ Institutional Shareholders (i.e. other than Individuals, HUF, NRI etc.) are also required to send scanned certified true copy (PDF/ JPG format) of certified true copy of the Board Resolution/ Authority Letter etc., together with attested specimen signature(s) of the duly authorised representative(s), who is/ are authorized to vote, to the Scrutinizer through email at [email protected] with a copy marked to [email protected]. The scanned image of the above-mentioned documents should be in the naming format “ Corporate Name_EVEN No .”
- B) Shareholders whose email IDs are not registered with the Company/ Depository Participants(s), and consequently the Notice of Postal Ballot and e-Voting instructions cannot be serviced, will have to follow the following process as mentioned in Note 4 above.
After receiving the e-Voting instructions, please follow all steps above to cast your vote by electronic means.
In case of any query and/ or grievance, in respect of voting by electronic means, Shareholders may refer to
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the Help & Frequently Asked Questions (FAQs) and e-Voting user manual available at the ‘Download’ section of https://evoting.kfintech.com OR
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may contact to Mr. Raju S.V, Dy. Vice President/ Mr. Mohan Kumar A, Manager of KFin Technologies Limited, Selenium Building, Tower B, Plot No. 31 & 32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad – 500032 OR
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Email at [email protected] or evoting@ kfintech.com or call KFintech’s toll free No. 1- 800-309-4001 for any further clarifications.
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