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Yash Management & Satellite Ltd. Call Transcript 2025

Jul 29, 2025

60690_rns_2025-07-29_2c498d0e-1a25-43aa-8d1c-5251b186212a.pdf

Call Transcript

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==> picture [47 x 47] intentionally omitted <==

Yash Mana ement & Satellite Ltd. g

Date: 29[th] July 2025

To, BSE Limited, Department of Corporate Services, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001

Subject: Transcript of Annual General Meeting of the Company held on Tuesday, 29[th] July, 2025

Ref: BSE Scrip Code: 511601, ISIN: INE216B01012

Dear Sir/Madam,

Please find enclosed the transcript of Annual General Meeting of the Company held on Tuesday, 29[th] July, 2025 through video conferencing / other audio-visual means. This transcript will also be uploaded on the Company's website at www.yashmanagement.in

Kindly take the same on your record.

Yours faithfully

FOR YASH MANAGEMENT AND SATELLITE LIMITED

YASH Digitally signed by YASH GUPTA GUPTA Date: 2025.07.29 18:52:35 +05'30'

Yash Gupta Managing Director

Enc: As above

Regd. Office: 303, Morya Landmark-1, Opp. Infiniti Mall, Off. New Link Road, Andheri (W), Mumbai - 400 053. Tel: 91-22-67425443 E-mail: [email protected] / [email protected] Website: www.yashmanagement.in CIN: L65920MH1993PLC073309

TRANSCRIPT

ANNUAL GENERAL MEETING

YASH MANAGEMENT AND SATELLITE LIMITED

TUESDAY, 29[TH] JULY, 2025 AT 4:00 P.M.

Through Video Conferencing (‘VC’)/ Other Audio Video Means (‘OAVM’)

Management Participant:

  • Mr. Anurag Gupta – Chairman

  • Mr. Yash Gupta – Managing Director

  • Mrs. Navrati Gupta – Non- Executive Director

  • Mr. Hansraj Goyal– Independent Director

  • Mr. Sukdeo Agrawal –Independent Director

  • Mr. Pawan Agrawal - Additional Independent Director

  • Mr. Omkar Pawar – Chief Compliance Officer

  • Ms. Aditi Pandey- Company Secretary

Company Secretary

Welcome!

Good evening, ladies and gentlemen, esteemed shareholders, board members, and valued colleagues.

It is my pleasure to welcome you all to the 32[nd] Annual General Meeting of Yash Management and Satellite Limited for the financial year 2024–2025.

Thank you for taking the time to join us virtually today. The Annual General Meeting is a key event in our company’s calendar. It provides us with an opportunity to reflect on our achievements, challenges, and path ahead. Your continued support, insight and engagement are vital to our success.

"Before we begin, I would like to take a moment to extend our sincere appreciation to the Board of Directors and our dedicated team for their hard work, unwavering commitment and continued support throughout the year.

Now I would request the meeting host to confirm the no. of attendees in the meeting.

We have the requisite quorum present through video conference to conduct the proceedings of this meeting. Participation of members through video conference is being reckoned for the purpose of quorum as per the circular issued by the MCA and Section 103 of the Companies Act, 2013. The quorum being present, I call this meeting to order.

Before we start the main proceedings of the meeting, I would like to take a moment to introduce the esteemed members of our Board of Directors. Each of them has played a pivotal role in steering the company through the past years, and their insights, guidance, and leadership are invaluable to our continues success.

First let me introduce the newly appointed Directors, Mr. Yash Gupta, the Managing Director of the Company and Mr. Pawan Agrawal, Additional Independent Director of the Company.

I welcome you both on behalf of the Management.

Now let me give some brief profile of Mr. Yash Gupta-

He is a qualified management and commerce graduate. His post qualification experience of over 11 years has been in the diverse fields of Management Consultancy, Project Finance, Investment banking controls, Indian Capital Market, Academic Research and Assurance. He also hold

experience of executing a greenfield manufacturing project in the Indian polymer plastic industry. Now, Yash sir I would request you to greet the members.

Mr. Yash Gupta

Thank you for the kind introduction and warm welcome. I am deeply honored to step into the role of Managing Director and grateful to the Board and team for placing their trust in me.

This is an exciting and important responsibility, and I take it on with a strong sense of purpose and commitment. I look forward to working closely with each of you our talented teams, valued partners, and stakeholders to drive our shared vision forward.

Together, we will build on the strengths of this organization, embrace new opportunities, and face challenges with confidence and collaboration.

Thank you once again. I’m truly excited for the journey ahead.

I am attending this AGM through videoconferencing from the registered office of the Company, Mumbai.

Company Secretary

Next, we have Mr. Pawan Agrawal, newly appointed as Additional Independent Director.

Mr. Pawan Agrawal is an engineering and management graduate holding a vast experience in the manufacturing and technology domains. His 20+ years of work experience includes extensive work in the manufacturing and exports domain. Prior to manufacturing experience, he has worked with the top global multinational technology companies, helping the companies establish a strong foothold in the Indian ecosystem, now, Pawan sir I would request you to greet the members.

Mr. Pawan Agrawal

Thank you for the warm welcome. I’m honored to join as an Independent Director and look forward to contributing with objectivity, integrity, and a strong focus on good governance. I’m excited to support the company’s growth while upholding the best interests of all stakeholders.

I am attending this AGM through videoconferencing from Kota, Rajasthan.

Company Secretary

Next, we have Mrs. Navrati Gupta who is the Non -executive director of the company, and the chairperson of Stakeholder Relationship Committee and also the member in Audit Committee and Nomination & remuneration Committee of the company. She is able to contribute fairly in the betterment of the business of the company. Navrati Ma’am, I would request you to greet the members.

Mrs. Navrati Gupta

Thank you! I’m excited to be here and look forward to an engaging meeting. I am attending this meeting through videoconferencing from the registered office of the Company, Mumbai.

Company Secretary

Next, we have Mr. Hansraj Goyal, the non- executive Independent Director of the Company and he is also the Chairman of Audit Committee and Nomination & remuneration Committee and member in

Stakeholder Committee of the company He has vast experience in the field of accounts, financial activities, Tax advisory services, auditing and corporate governance.

Mr. Hansraj Goyal

Thank you! It’s a pleasure to be here. I am attending this AGM through videoconferencing from the registered office of the Company, Mumbai.

Company Secretary

Next, we have Mr. Sukdeo Agrawal, the non- executive Independent Director of the Company. He is also a member of Audit Committee and Nomination & remuneration Committee of the company. He is into developing business strategy to meet the current market scenarios, Investment, Broking and Portfolio Management. Now, I would request Sukdeo Sir to greet the members.

Mr. Sukdeo Agrawal

Thankyou! It’s great to see such a strong turnout today. I am attending this AGM through videoconferencing from my office Mumbai.

Company Secretary

Next, we have Mr. Omkar Pawar the Chief Financial Officer of the Company. He is backbone to the Company and can handle key banking, accounting, taxation, and financial matters alone. Omkar, I would request you to greet the members.

Mr. Omkar Pawar

Thankyou! It’s an honor to connect with you all today and I’m excited about what lies ahead for our organization. I am attending this AGM through videoconferencing from the registered office of company, Mumbai.

Company Secretary

We have our Statutory Auditor of the Company Mr. BK Gupta sir, who is also the scrutinizer for scrutinizing the voting through electronic means (i.e. remote e-voting and voting at the meeting by using electronic system) in a fair and transparent manner. He has proficiency in accounting software, auditing tools, and financial analysis techniques, along with a strong understanding of relevant regulations and standards. Sir I would request you to greet the members.

Mr. BK Gupta

Thankyou! I’m glad to be part of this meeting. I am attending this AGM from my residence in Pune.

Company Secretary

Now I’ll give Instructions to members regarding participation in this meeting.

Members may note that this Annual General Meeting is being held through video conferencing in accordance with the Companies Act, 2013 and circulars issued with the Ministry of Corporate Affairs and SEBI. The facility for joining this meeting, through video conference or other audio-visual means, is made available for the members on a first come, first served basis. The register of directors and the key managerial personnel, the register of contracts or arrangements and other documents mentioned in the AGM Notice have been made available electronically for inspection during this

AGM. Members seeking to inspect any of these documents can send their request to [email protected].

As this AGM is being held through video conferencing, the facility for appointment of proxies was not applicable, and hence the proxy register for inspection is not available. The Company has received requests from a few members to register as speakers at this meeting. Accordingly, the floor will be open for these members to ask questions or express their views. We will facilitate this session once the Chairman opens the floor for questions and answers. It may be noted that the Company reserves the right to limit the number of members asking questions, depending on the availability of the time at this AGM.

Now I request the Chairman sir, to address the shareholders.

Mr. Anurag Gupta

Chairman addressed the member gave insights about the financial performance and future plans.

Company Secretary

Thank You sir, for giving insight about the performance of the company.

As the Notice is already circulated to all the members, I take the Notice convening the meeting as read. Before we proceed, I am pleased to bring to your notice that as required under the Companies Act, 2013, the Company has provided you the facility to cast your vote electronically on all resolutions set forth in the Notice.

Members who have not cast their votes electronically, and who are participating in this meeting, will have an opportunity to cast their votes during the meeting through the e-voting system provided by NSDL & CDSL. Members are requested to refer to the instructions provided in the Notice or appearing on the video conference page for a seamless participation through video conference, and also for voting.

In case members face any difficulty, they can reach out to the helpline numbers.

Thankyou once again for joining us today. We are now ready to begin the official proceedings of the 32nd Annual General Meeting of Yash Management and Satellite Limited for the year 2024-2025.

As per the notice circulated to all members on 20th June 2025, the agenda for today’s meeting will cover the following key items

  1. Adoption of Financial Statements

  2. Appointment of Mrs. Navrati Gupta as a Director liable to retire by rotation

  3. Change in Designation of Mr. Anurag Gupta, Managing Director of the Company to Chairman of the Company.

  4. Appointment of Mr. Yash Gupta as Managing Director of the Company.

  5. Appointment of Mr. Pawan Agrawal as an Non – Executive Independent Director.

  6. Appointment of M/s Mukesh Purohit and Company, Practicing Company Secretaries as Secretarial Auditor.

Members may note that Voting was conducted electronically on NSDL & CDSL platform prior to this meeting and will continue to remain open for 15 minutes after conclusion of the meeting for conducting the e-voting who has not casted their vote prior to this meeting.

Let us now proceed with the First item on the agenda, which is Adoption of Financial Statement

The Standalone and the Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2025 have been circulated to the Members of the Company for their consideration and adoption. The Auditor’s Report on the Financial Statements and the Secretarial Auditor’s Report for the Financial Year ended March 31, 2025, do not have any qualifications, observations or comments on the functioning of the Company. Accordingly, the Auditor’s Report and the Secretarial Auditor’s Reports are not required to be read out before the Meeting as provided in the Companies Act, 2013.

The next item on the Agenda is Appointment of Mrs. Navrati Gupta as a Director liable to retire by rotation

Mrs. Navrati Gupta, Non-Executive Director of the Company is liable to retire by rotation at this Annual General Meeting and being eligible, is recommended for re-appointment as a Director.

The next item on the Agenda is Change in Designation of Mr. Anurag Gupta, Managing Director of the Company to Chairman of the Company

The Board of Directors of the Company approved the change in Designation of Mr. Anurag Gupta from Managing Director to Chairman of the Company in the Board Meeting held on 17[th] May 2025. Mr. Anurag Gupta be and is hereby recommended to be the Chairman of the Company and be liable to retire by rotation.

The next item on the Agenda is Appointment of Mr. Yash Gupta as Managing Director of the Company

The Board of Directors of the Company approved the appointment of Mr. Yash Gupta as Managing Director of the Company in the Board Meeting held on 17[th] May 2025. Mr. Yash Gupta be and is hereby recommended to be appointed as an Managing Director of the company, not liable to retire by rotation and to hold office for a period of 5 (Five) consecutive years.

The next item on the Agenda is Appointment of Mr. Pawan Agrawal as an Independent Non – Executive Director

The Board of Directors of the Company approved the appointment of Mr. Pawan Agrawal as Additional Director in the capacity of Independent Director in the Board Meeting held on 17[th] May 2025. Mr. Pawan Agrawal be and is hereby recommended to be appointed as an Independent Director of the company, not liable to retire by rotation and to hold office for a period of 5 (Five) consecutive years.

The last item on the Agenda is Appointment of M/s Mukesh Purohit and Company, Practicing Company Secretary as Secretarial Auditor

The Board of Directors of the Company approved the appointment of M/s Mukesh Purohit and Company, Practicing Company Secretary as Secretarial Auditor in the Board Meeting held on 17[th] May 2025. M/s Mukesh Purohit and Company be and is hereby recommended to be appointed as Secretarial Auditor for period of 5 (Five) years with effect from 01[st] April 2025 till 31[st] March 2030.

The resolutions as set forth in the notice shall be deemed to be passed today, subject to the receipt of the requisite number of votes.

Now member who have registered themselves as speakers at the Annual General Meeting by sending mails to the Company will be allowed to speak one by one. Members are requested to keep their questions brief and specific. The moderator will facilitate the questions on the video feature.

Questions & Answer

I would further request the host to unmute shareholders who have registered for speakers one by one and let them raise queries. Due to time constraints, we would request the speakers to restrict their queries to only one.

Company Secretary

Thank you.

Members may note that the voting on the CDSL platform will continue to be available for the next 15 minutes. Therefore, members who have not cast their vote yet are requested to do so. Further, the combined result of the remote e-voting prior to AGM and e-voting during the AGM will be declared by Mr. Anurag Gupta, Chairman, and failing him by any Director of the Company as authorized by the Board and the Scrutinizer’s Report along with the results will be placed on the website of the Company the same would be intimated to the BSE and CDSL

The quorum was present throughout the meeting. Thank you for attending the meeting. I hereby declare the proceedings as closed. Since the business of the Meeting is completed, I hereby declare the Meeting as concluded.

Thank you very much.

Over to you, Anurag Gupta sir ,

Anurag Gupta

I once again thank everyone for joining us via videoconferencing. On behalf of the Board, I want to thank all the Board of Directors and employees, for their trust in us and their very generous support. And to all our shareholders, it's your encouragement and support that drives us to deliver our best every day. A heartfelt thanks to you all.

Please stay safe and healthy. Thank you !

Have a nice day.