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Vivo Bio tech Ltd. — AGM Information 2023
Sep 30, 2023
61184_rns_2023-09-30_59af7669-cd79-4187-979c-2fc7565e6c1e.pdf
AGM Information
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September 30, 2023
To, BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400001 Scrip Code: 511509
Dear Sir/Madam,
Subject : Proceedings of the 36[th ] Annual General Meeting (AGM) of the Company held on September 30, 2023
Reference : Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
We refer to our letter dated September 08, 2023, informing you that the 36[th ] Annual General Meeting (‘AGM’) of the Members of the Company is scheduled through Video Conference (VC) / Other Audio-Visual Means (OAVM) on September 30, 2023.
In this regard, we wish to inform that the 36[th ] AGM was held on Saturday, September 30, 2023, through VC/OAVM, in compliance with related circulars issued by Ministry of Corporate Affairs, Securities and Exchange Board of India (‘SEBI’) and other applicable provisions of the Companies Act, 2013 and in accordance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith the summary of proceedings of 36[th ] AGM of the Company held on September 30, 2023.
This is for your information and records.
Thanking You,
Yours faithfully
For Vivo Bio Tech Limited
Jyotika Digitally signed by Jyotika Aasat Aasat Date: 2023.09.30 17:09:04 +05'30' Jyotika Aasat Company Secretary
Encl. as above
Registered Office: , 3[rd] Floor, Ilyas Mohammed Khan Estate, 8-2-672/5&6, Road No.1, Banjara Hills, Hyderabad - 500034, Telangana, India; Address of Preclinical Research Facility: Sy.No.349/A, Pregnapur Village, Gajwel Mandal, Siddipet District, Telangana, INDIA; Pin:502311 Email Id: [email protected] Phone# 040-23313288 Website: www.vivobio.com; CIN: L65993TG1987PLC007163
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SUMMARY OF THE PROCEEDINGS OF 36[TH] ANNUAL GENERAL MEETING OF VIVO BIO TECH LIMITED AS CONVENED ON SATURDAY, SEPTEMBER 30, 2023 AT 03.00 P.M. THROUGH VIDEO CONFERENCING (VC)/ OTHER AUDIO-VISUAL MEANS (OAVM).
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Members Present:
Promoter - 4 Public - 61 Total - 65
Directors Present:
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Ms. Kunda Kalpana - Non-Executive Chairperson - Independent Director & Chairman of Audit Committee, Nomination & Remuneration Committee and Stakeholders Relationship Committee
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Mr. Kalyan Ram Mangipudi - Whole Time Director 3. Dr. S. Alangudi Whole Time Director 4. Mr. Sri Kalyan Kompella - Whole Time Director & CFO
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Dr. K. S Nayak - Independent Director
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Mr. Shyam Sunder Tipparaju - Additional Director (Independent & Non - Executive)
In Attendance:
- Ms. Jyotika Aasat - Company Secretary 2. Mr. M. V. Joshi - Partner, P. Murali & Co, Statutory Auditors 3. Mr. G. Vinay Babu - Secretarial Auditor & Scrutinizer
The 36[th] Annual General Meeting (AGM or Meeting) of the Members of the Vivo Bio Tech Limited (‘the Company’) was held on Saturday, September 30, 2023, at 03:00 p.m. IST, through Video Conferencing (VC), in compliance with Circular No. 11/2022 dated December 28, 2022, 2/2022 dated May 05, 2022, 02/2021 dated January 13, 2021 read with General Circulars No’s 20/2020 dated May 05, 2020, 17/2020 dated April 13, 2020, 14/2020 dated April 08, 2020 issued by the Ministry of Corporate Affairs (MCA) and also Circular dated January 05, 2023, May 13, 2022, January 15, 2021 and May 12, 2020 issued by the Securities and Exchange Board of India (SEBI) (hereinafter collectively referred to as “the Circulars”) and other applicable provisions of the Companies Act, 2013.
Registered Office: , 3[rd] Floor, Ilyas Mohammed Khan Estate, 8-2-672/5&6, Road No.1, Banjara Hills, Hyderabad - 500034, Telangana, India; Address of Preclinical Research Facility: Sy.No.349/A, Pregnapur Village, Gajwel Mandal, Siddipet District, Telangana, INDIA; Pin:502311 Email Id: [email protected] Phone# 040-23313288 Website: www.vivobio.com; CIN: L65993TG1987PLC007163
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The meeting commenced at 03.00 p.m.
Pursuant to the Articles of Association, Ms. Kunda Kalpana, Chairman of the Board, chaired the Meeting and conducted the proceedings of the Meeting through VC. The requisite quorum being present, she called the Meeting to order. She further informed that since the Meeting was being held through VC, the proxy related procedures had been dispensed with.
She then introduced the members of the Board, the Statutory Auditor and Secretarial Auditor. All the Directors were present at the AGM, including the Chairman of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee.
The Chairperson informed the Members that the statutory registers under the Companies Act, 2013 and Certificate obtained from the Secretarial Auditor of the Company confirming that the Company’s ESOP Schemes have been implemented in accordance with the SEBI Regulations and in accordance with the resolutions passed by the Shareholders, were available to the Members for inspection in electronic form.
The Chairperson then delivered her speech and Mr. K Sri Kalyan, Whole Time Director & CFO of the Company deliberated on the business and performance highlights of the Company.
The Notice dated August 31, 2023, convening the AGM was taken as read. As the Auditors Report did not have any qualifications or observations, the same was not read out at the Meeting.
The following items of business as set out in the Notice convening the AGM (‘Notice’) were transacted at the AGM:
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Adoption of the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2023, the Report of the Auditors’ thereon and the Report of the Board of Directors.
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Appointment of Mr. M. Kalyan Ram (DIN 02012580) who retires by rotation, as a Director of the Company.
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Appointment of Mr. Shyam Sunder Tipparaju, DIN: 07167885 as an Independent Director of the Company.
Registered Office: , 3[rd] Floor, Ilyas Mohammed Khan Estate, 8-2-672/5&6, Road No.1, Banjara Hills, Hyderabad - 500034, Telangana, India; Address of Preclinical Research Facility: Sy.No.349/A, Pregnapur Village, Gajwel Mandal, Siddipet District, Telangana, INDIA; Pin:502311 Email Id: [email protected] Phone# 040-23313288 Website: www.vivobio.com; CIN: L65993TG1987PLC007163
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The Chairperson, also informed the following:
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The Company had provided remote e-voting facility to enable Members to cast their votes electronically on all above 3 items of business as set out in the Notice. The Chairperson informed that remote e-voting commenced at 9:00 a.m. (IST) on Tuesday, September 26, 2023, and concluded at 5:00 p.m. (IST) on Friday, September 29, 2023.
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Mr. G. Vinay, Practising Company Secretary was appointed as the Scrutinizer for conducting the remote e-Voting and e-Voting process at the AGM.
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Voting results, i.e., remote e-Voting and e-Voting at the AGM would be disseminated to the stock exchanges and also uploaded on the website of the Company and on e-Voting platform of Central Depository Services (India) Limited (CDSL) on or before October 04, 2023.
The Chairperson invited the Members who had registered as speakers to speak / ask questions or express their views. The Members who had registered as speakers expressed their views and raised a few questions. Mr. K Sri Kalyan, Whole Time Director & CFO replied to the queries and provided necessary clarifications to the Members.
The facility to vote at the meeting on all the 3 items of business, as set out in the Notice, through electronic voting system of CDSL, was also made available to those Members who participated in the Meeting and had not cast their votes through remote e-Voting.
The Chairperson concluded the meeting at 03:34 p.m., instructed the moderator to keep the e-Voting window open for 15 minutes and requested the members to cast their vote.
Registered Office: , 3[rd] Floor, Ilyas Mohammed Khan Estate, 8-2-672/5&6, Road No.1, Banjara Hills, Hyderabad - 500034, Telangana, India; Address of Preclinical Research Facility: Sy.No.349/A, Pregnapur Village, Gajwel Mandal, Siddipet District, Telangana, INDIA; Pin:502311 Email Id: [email protected] Phone# 040-23313288 Website: www.vivobio.com; CIN: L65993TG1987PLC007163