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Tilaknagar Industries Ltd AGM Information 2020

Dec 29, 2020

60357_rns_2020-12-29_b3aca406-a12c-48b5-86f3-7f0dd6eff9e7.pdf

AGM Information

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Ref: TI/COMP/2020-21 December 29, 2020

BSE Limited The Corporate Relationship Dept, 1st Floor, Phiroze Jeejeebhoy Towers, Dalal Street,- Mumbai-400 001. Scrip Code : 507205

National Stock Exchange of India Ltd Exchange Plaza, Bandra-Kurla Complex, Bandra (East), Mumbai-400 051. Scrip Code : TI

Dear Sir,

Sub: Proceedings of the 85' Annual General Meeting (the AGM)

We are pleased to inform you that the AGM of the Members of the Company was held on Tuesday, December 29, 2020 at 10.30 a.m. through Video Conferencing/Other Audio Visual Means to transact the businesses as stated in the Notice dated November 13, 2020.

In this regard, proceedings of the AGM as required under Regulation 30, Part - A of Schedule III of the SEBI (LODR) Regulations, 2015 are enclosed herewith as Annexure - 1.

This is for your information and records.

Thanking you,

Yours faithfully, For Tilaknagar Industries Limited

Digitally signed by AMIT AMIT DAHANUKAR DAHANUKAR Date: 2020.12.29 14:49:07 +05'30'

Amit Dahanukar Chairman & Managing Director

Encl.: as above

Corp. Office: Industrial Assurance Building, 3° Eloor, Churchgate, Mumbai, Maharashtra - 400 020, India P +91 (22) 2283 1716/18 F +91 (22) 2204 6904 E [email protected]

Regd. Office: P.O. Tilaknagar, Tal. Shrirampur, Dist. Ahmednagar, Maharashtra - 413 720, India P +9] (2422) 265 123 / 265 032 F +91 (2422) 265 135 E [email protected]

Annexure - 1

SUMMARY OF THE PROCEEDINGS OF THE 85" ANNUAL GENERAL MEETING

The 85" Annual General Meeting (AGM or Meeting) of the Members of the Company was held on Tuesday, December 29, 2020 at 10.30 a.m. IST through Video Conferencing (VC) / Other Audio Visual Means (OAVM) and concluded at 11.25 a.m.

Mr. Amit Dahanukar, Chairman & Managing Director of the Company, greeted the Members and chaired the proceedings at the AGM.

As the requisite quorum was present, the Chairman called the Meeting to order. Thereafter, he introduced other directors who joined the Meeting from various locations. All the directors including the respective Chairpersons of the Audit Committee, Stakeholders Relationship Committee and Nomination and Remuneration Committee etc., were also present at the AGM except Dr, Ravindra Bapat, Independent Director unable to attend the Meeting due to personal commitments.

The Chairman welcomed new Members on the Board viz. Ms. Swapna Vinodchandra Shah as a Non-Executive Director, Ms. Aparna Praveen Chaturvedi as an Independent Director and Mr C R Ramesh as a Whole- time Director.

The Chairman informed that in view of the restrictions due to outbreak of COVID-19 and considering the social distancing norms, the AGM was conducted through VC / OAVM. This meeting has been convened and being conducted in accordance with the circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India (SEBI). The Chairman informed that the Company had tied up with Central Depository Services (India) Limited (CDSL) to provide facility for voting through remote e-voting, e-voting during the AGM and participation in the AGM through VC / OAVM facility.

The Company's Statutory Auditors, Secretarial Auditors and Advocate R. T. RajGuroo, Scrutinizer were also present at the Meeting.

Total 35 (Thirty Five) Members attended the AGM as per the records of the attendance.

Thereafter, the Notice dated November 13, 2020 convening the 85"" AGM was taken as read with the consent of the Members present as there were no qualifications, observations or other remarks made by the Auditors in their Report on the Financial Statements (both Standalone and Consolidated) or by the Secretarial Auditor in his Secretarial Audit Report, which may have any adverse effect on the functioning of the

Corp. Office: Industrial Assurance Building, 3rd Floor, Regd. Office: P.O. Tilaknagar, Tal. Shrirampur, Churchgate, Mumbai, Maharashtra - 400 020, India Dist. Ahmednagar, Maharashtra - 413 720, india E [email protected] E [email protected]

P +91 (22) 2283 1716/18 F +91 (22) 2204 6904 P +91 (2422) 265 123 / 265 032 F +91 (2422) 265 135

The Chairman then delivered his speech to the Members giving highlights of the Company's performance during the Financial Year 2019-20. Thereafter, the Members who had registered themselves as Speakers and were attending the Meeting through VC/ ~ OAVM, expressed their views and made enquires in the operations and financial performance of the Company and the related matters. The Chairman responded to the queries and provided necessary clarifications to the same.

Company. As good corporate practice, the Auditors' Report on the Financial Statements
and the Secretarial Audit Report were read out and taken as read.
The
Company's
OAVM,
the
of
Members
Chairman
speech
delivered
then
giving
the
his
to
performance
2019-20.
Thereafter,
during
Year
Financial
the
who had registered themselves as Speakers and were attending the Meeting through VC/
made
expressed
operations
views
enquires
and
their
the
in
performance of the Company and the related
matters. The Chairman
queries and provided necessary clarifications to the same.
The Chairman informed that the remote e-voting facility was provided to all the Members
Company
December
Saturday,
2020
(10:00
from
a.m.
IST)
26,
highlights
the
of
Members
the
and
financial
responded
to the
Monday,
to
December 28,
during the AGM
2020
was also
(5:00
and a facility of voting
p.m.
IST)
provided to the Members who had not voted earlier. Thereafter, the following businesses
2020 convening the AGM were transacted and
as set out in the Notice dated June 20,
passed
with requisite majority:
No. si. Particular Type of

Resolution
ORDINARY BUSINESS
1 Statements
Adoption
(standalone and
of the audited
Financial
consolidated) of the Company for the financial year ended March
Ordinary
31, 2020, Auditors' Report thereon and the Directors' Report
2 Re-appointment
Dahanukar
Shivani
Amit
Mrs.
of
00305503), as a Director of the Company,
(DIN:
liable to retire
by rotation.
Ordinary
SPECIAL BUSINESS
Remuneration
CMA
Shashikant
3 Ratification
Netra
of the
Dr
of
Apte, Cost Accountants for the financial year ending 31st March,
2021.
Ordinary
4° Appointment of Ms. Aparna Praveen Chaturvedi (DIN: 00028647)
as an Independent Woman Director of the Company for a term of
1 (One) year commencing from July 31, 2020 upto July 31, 2021
(both days inclusive)
Ordinary
5 Appointment of Ms. Swapna Vinodchandra Shah (DIN:
0880790) Ordinary
as a Non-Executive Director of the Company

Churchgate, Corp. Office: Mumbai, Industrial Maharashtra Assurance Building, - 400 020, 3" Eloor, India E [email protected] E [email protected]

Regd. Dist. Ahmednagar, Office: P.O. Maharashtra Tilaknagar, Tal. - 413 Shrirampur, 720, India P +91 (22) 2283 1716/18 F +91 (22) 2204 6904 P +91 (2422) 265 123 / 265 032 F +91 (2422) 265 135

TILAKNAGAR INDUSTRIES LTD.
6 Re-appointment of Mr.
Mhatre (DIN:07527683)
Kishorekumar G
Independent
second
term
Director
an
five
as
(5)
for
of
a
commencing
consecutive
2021
years
from
June
to June
9,
8,
2026 (both days inclusive)
Special
7 Re-appointment of Mr.
Amit Dahanukar
00305636)
(DIN:
as a
Company and
Chairman
Managing
Director
of the
fixing
&
his
(3) years commencing from
remuneration, for a
period
of three
November 7, 2020 to November 6, 2023 (both days inclusive)
Special
8 Appointment
Chemangla
Ramchar
Ramesh
(DIN:
Mr.
of
of the Company and fixing
08876738) as a Whole -time Director
commencing
remuneration,
years
period
of three
for a
(3)
his
November
November
2020
2023
from
days
(both
13,
12,
to
inclusive)
Special
9 Payment
Commission
Non-Executive
(including
of
to
Independent) Director of the Company
Ordinary
10 Alteration in the Articles of Association of the Company Special
11 Issue of Equity Shares of the Company on Preferential Basis Special

The Chairman informed the Members that the consolidated e-voting results will be declared as per the details given in the Notice and concluded the proceedings of the Meeting after thanking the Directors and the Shareholders for joining the Meeting. The Meeting was concluded with a vote of thanks to the Chair. The e-Voting facility was kept open for the next 15 minutes to enable the Members to cast their votes.

The Chairman thanked the Shareholders for attending and participating in the Meeting and also the employees of the Company, Government agencies and other stakeholders for their continued support.

Churchgate, Mumbai, Maharashtra - 400 020, India Dist. Ahmednagar, Maharashtra - 413 720, India E [email protected] E [email protected]

Corp. Office: Industrial Assurance Building, 3° Floor, Regd. Office: P.O. Tilaknagar, Tal. Shrirampur, P +91 (22) 2283 1716/18 F +91 (22) 2204 6904 P +91 (2422) 265 123 / 265032 F +91 (2422) 265 135