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BANG LOW FigfiEAE LTD.
UNIT NO. 405/406. KEWAL IND. ESTATE, S. B. MARG. LOWER PAREL (W). MUMBAI — 400 013, IND/A - CIN : L51900MH1992PL0067013
Tel; 1-97 22 6660 7965/ 67, 3040 2214/75 .. Fax : +91 22 6660 7970 - email ; [email protected] Web: wwwbanggroup com
September 29, 2018
To To
The General Manager, The Manager,
Department of Corporate Services, Listing DepartmentBSE Ltd. The National Stock Exchange of India Ltd.
PJ. Towers, Dalal Street, "Exchange Plaza”, Bandra-Kurla Complex,Fort, Mumbai- 400 001 Bandra (East), Mumbai- 400 051
Ref: BSE Scrip Code: 532946 and NSE Symbol: BANG
Sub: Disclosure of voting results of the 26th Annual General Meeting (AGM) of the Company
pursuant to Regulation 44 (3) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
Dear Sir / Madam,
With reference to the subject captioned above and pursuant to Regulation 44 [3) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed voting
results of the 26th Annual General Meeting of the Company held on 28th September, 2018.
Further, we are enclosing the Consolidated Report of the Scrutinizer on e-voting and poll for the
resolutions passed at 26th Annual General Meeting.
We hereby request you to kindly take the same on record.
Thanking You,
Yours faithfully,For Bang Overseas Limite
@Wefi.Trupti Limbasiya VCompany Secretary & Compliance Officer
A41579
Encl: Annexure-I
Page 1 of7
Regd. Office : Masjid Manor. 2nd Floor. 76, How" Mod/ Street, Fort, Mumbai — 400 023, India - Tel: 2204 3496. 2283 4991.
UN/TNO 105/406 KEWAL IND ESYATE/S
Te/ : +912? 6660 7965/07.
v'JBANG\V, C
3040 2214/75 - Fax
Voting Results
‘7E ESE? EASE LTD.
8 MARG. LOWER PAREL (W) MUMBAI- 400 013 INDIA C IN: L51900MH1992PLC067013
+91 22 6660 7970 - emal/ .' [email protected]. Web: wwwbanggroupcom
ANNEXURE- l
Date of the AGM 28th September, 2018
Total No. of shareholders on record date i.e. let September, 2018 4641 Shareholders
No. of shareholders present in the meeting either in person or through 44
proxy:
Promoters and Promoter Group: 4
Public: 40
No. of Shareholders attended the meeting through Video Conferencing Not arranged
Promoters and Promoter Group: -
Public: -
Details of the Agenda and Voting Results:
No. Item No. Resolution Mode of Remark
required voting - E-
Ordinary/ voting & Poll
Special
Ordinary Business:
1. Adoption of Audited Financial Statements for the Ordinary E-Voting and Passed with
year ended 315t March, 2018 together with report Resolution Poll Requisiteofthe Director's and Auditor‘s thereon. Majority
2. Appointment of Director in place of Mr. Ordinary E-Voting and Passed
Raghvendra Bang (holding DIN 00356811), who Resolution Poll unanimously.retires by rotation at this Annual General Meetingand being eligible, offers himself for re-
appointment.
3. Ratification of the appointment of M/s. Bhatter & Ordinary E-Voting and Passed
Company, Chartered Accountants (Firm Resolution Poll unanimously.Registration No. 131092W] as the StatutoryAuditors of the Company and fix their
remuneration.
Special Business:
4. To appoint Mrs. Anuradha Paraskar (DIN: Ordinary E-Voting and Passed with
02331564) as an independent Director of the Resolution Poll Requisite
Company. Majority
5. Approval of related party transactions for the Ordinary E-Voting and Passed with
period upto March 31, 2022. Resolution Poll Requisite
Majority
Page 2 of 7
Regcl. Office .‘ Masjid Manor. 2nd Floor. 76. Hom/ Modl' Street. Fort. Mumbai » 400 023. India - Tel. .' 2204 3496. 2283 4991.
UNIT/V0, 405/406. KEWAL IND. ESTATE S. B MARG, LOWER PAREL (W). MUMBAI — 400 013. INDIA ’ CIN : L51900MH1992PLC067013
Tel +97 22 6660 7965 /6.7. 3040 2214/15 ~ Fax +97 22 6660 7970 - email .' [email protected] Web.‘ www banggroupcom
RESOLUTION NQ. 1
Adoption of Audited Financial Statements for the year ended 315t March, 2018 together with report of the
Director’s and Auditor's thereon.
Resolution required: (Ordinary/ Ordinary Resolution
Special)
Whether promoter/ promoter group No
are interested in the agenda /
resolution:
Category Mode of No. of No. of % of No. of No. of % of % of
Voting shares votes Votes votes -in votes — votes in votes
held polled Polled on favour against favour against
outstand on votes on votes
ing polled polled
shares
(1) (2) (3) = (4) (5) (6) = (7) =
[(21/11)] [(41/12) [(51/12)
*100 ]*100 ]*100
Promoter E-voting 9896368 100 9896368 0.00 100 0.00
and P011 0.00 0.00 0.00 0.00 0.00 0.00
Promoter 9896368
Group Postal 8allot0.00 0.00 0.00 0.00 0.00 0.00
(ifappllcable)
Total 9896368 9896368 100 9896368 0.00 100 0.00
Public— E-voting 0.00 0.00 0.00 0.00 0.00 0.00
Institution
5Poll 1118 0.00 0.00 0.00 0.00 0.00 0.00
Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
'
(ifapplicable)
Total 1118 0.00 0.00 0.00 0.00 0.00 0.00
Public- E-Voting 4716 0.1288 2 199 2517 46.6285 53.3715
N0“. ,
Poll 161080 4.3981 161080 0.00 100 100
Institution 3662514
8 Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
(if applicable)
Total 3662514 165796 4.5268 163279 2517 98.4819 1.5181
Total 13560000 10062164 74.2047 10059647 2517 99.9750 0.0250
4
The above Resolution was passed with Requisite Majority.
Page 3 of7
Regd. Office .' Mas/id Manor. 2nd Floor, 16, Homl' Modi Street. Fort, Mumbai - 400 023. India - Tel. .' 2204 3496, 2283 4991.
RESOLUTION NO. 2
BANG (CME'IEAI
UNIT/V0 405/406, KEWAL IND. ESTATE, S B. MARG. LOWER PAREL (W). MUMBAI — 400 073. INDIA ° CIN : L51900MH1992PLC067013
.. +91 22 6660 7.965 / 6.7, 3040 2274/75 - Fax f +97 22 6660 7970 - email .' bol@banggroup,com
° Web: www banggroup com
Appointment of a Director in place of Mr. Raghvendra Bang (holding DIN 00356811), who retires by
rotation at this Annual General Meeting and being eligible, offers himself for re-appointment.
Resolution required: (Ordinary/ Ordinary Resolution
Special)
Whether promoter/ promoter group No
are interested in the agenda /
resolution:
Category Mode of No. of No. of % of No. of No. of % of % of
Voting shares votes Votes votes -in votes — votes in votes
'
held polled Polled on favour against favour against
outstandi on votes on
ng shares polled votes
polled
(1) (2) (3) = (4) (5) (6) = (7) =
[(Zl/(1)]* [(4l/(2) [(5l/(2100 ]*100 )]*100
Promoter E-voting 9206768 93.0318 9206768 0.00 100 0.00
and P011 0.00 0.00 0.00 0.00 0.00 0.00
Promo”Postal Ballot
98963680.00 0.00 0.00 0.00 0.00 0.00
Group(if applicable)
Total 9896368 9206768 93.0318 9206768 0.00 100 0.00
Public- E-Voting 0.00 0.00 0.00 0.00 0.00 0.00
:ftltuuo Poll 1113 0.00 0.00 0.00 0.00 0.00 0.00
Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
(if applicable)’
Total 1118 0.00 0.00 0.00 0.00 0.00 0.00
Public- E-Voting 4716 0.1288 4716 0.00 100 0.00
NonPoll 161080 4.3980 161080 0.00 100 0.00
Institutio 3662514
ns Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
(if applicable)
Total 3662514- 165796 4.5268 165796 0.00 100 0.00
Total 13560000 9372564 69.1192 9372564- 0.00 100 0.00
The above Resolution was passed unanimously.
J] q 1374
.k\\ ’N' Page 4 of7
Regd. Office . Masjid Manor, 2nd Floor. 16, Hom/ Mod! Street, F011, Mumba/ - 400 023. India - Tel.: 2204 3496. 2283 4997.
‘[email protected]'\ (EU ‘7) LI") EU I
UNIT NO 405/406, KEWAL IND. ESTATE S B, MARS, LOWER PAREL (W), MUMBAI - 400 013, INDIA ~ CIN : L51900MH1992PLC067013
Te/ .' 4 9‘1 22 6660 7965 /67‘ 3040 2214/15 : Fax‘
+91 22 6660 7970 - email 3 bol@banggroup com- Webfi wwwbanggroup Com
RE Tl NN .
Ratification of the appointment of M/s. Bhatter 8: Co., Chartered Accountants as Statutory Auditors and fixing
their remuneration.
Resolution required: (Ordinary/ Ordinary Resolution
Special)
Whether promoter/ promoter group No
are interested in the agenda /
resolution:
Category Mode of No. of No. of % of No. of No. of % of % of
Voting shares votes Votes votes -in votes — votes in votes
held polled Polled on favour against favour against
outstandi on votes on
ng shares polled votes
polled
(1) (2) (3) = (4) (5) (6) = (7) =
[(2)/ (UP [(4l/(2) [(5l/ (2
100 ]*100 )]*100_Promoter E-voting 9896368 100 9896368 000 100 0.00
and P011 0.00 0.00 0.00 0.00 0.00 0.00
9896368
:mmomr Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
roupI
(if applicable)
Total 9896368 9896368 100 9896368 0.00 100 0.00
Public- E-voting 0.00 0.00 0.00 0.00 0.00 000
I t‘ t'
“I:It“ ‘0
Poll 1118 0.00 0.00 0.00 0.00 0.00 0.00
Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
(if applicable)
' Total 1118 0.00 0.00 0.00 0.00 ,0.00 0.00
Public- E-voting 4716 0.1288 4716 0.00 100 0.00
NonPoll 161080 43981 161080 0.00 100 0.00
lnstitutio 3662514
ns Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
[if applicable)
Total 3662514 165796 4.5268 165796 0.00 100 0.00
Total 13560000 10062164- 742047 10062164 0.00 100 0.00
The above Resolution was passed unanimously.
Page 5 of 7
Regd. Office : Mas/id Mano/1 2nd Floor, 76, Hom/ Mod/ Street Pod, Mumba/ - 400 023. India — Tel: 2204 3496, 2283 4991.
BANG )E (ii 515°) LTD.
UNIT/VD. 405/406, KEWAL IND. ESTATE. S. B. MARG. LOWER PAREL (W). MUMBA/ ~ 400 013. INDIA 0 CIN . L51900MH1992PLCOB7013
Tel,‘ +91 2; 6660 7.965 [’67, 3040 2214.15 - Fax’
+91 22 6660 7970 .. email: bol@banggroup com ‘ Web: wwwbanggroupcom
RESOLUTION NO. 4_
Appointment of Mrs. Anuradha Paraskar (DIN: 02331564) as an independent Director of the Company.
Resolution required: (Ordinary/ Ordinary Resolution
Special)
Whether promoter/ promoter group No
are interested in the agenda /
resolution:
Category Mode of No. of No. of % of No. of No. of % of °/o of
Voting shares votes Votes votes -in votes — votes in votes
held polled Polled on favour against favour against
outstandi on votes on
ng shares polled votes
poHed
(1) (2) (3) = (4) (5) (6) = (7) =
[(2)/(1)l* [PU/(2) [(5)/(2
100 ]*100 )]*100
Promoter E-voting 9896368 100 9896368 0.00 100 0.00
and P011 0.00 0.00 0.00 0.00 0.00 0.00
Fromm”Postal Ballot
98963680.00 0.00 0.00 0.00 0.00 0.00
Group(if applicable)
Total 9896368 9896368 100 9896368 0.00 100 0.00
Public- E-voting 0.00 0.00 0.00 0.00 0.00 0.00
:ftlwuo Poll 1118 0.00 0.00 0.00 0.00 0.00 0.00
Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
[if applicable)
Total 1118 0.00 0.00 0.00 0.00,
0.00 0.00
Public- E-voting 4716 0.1288 2199 2517 46.6285 53.3715
Non'
lnstitutio
Poll3662514
161080 4.3980 161080 0.00 100 0.00
ns Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
[if applicable)
Total 13560000 165796 4.5268 163279 2517 98.4819 1.5181
Total 13560000 10062164 74.2047 10059647 2517 99.9750 0.0250
The above Resolution was passed with Requisite Majority. glfl’sga ‘2,5 - -1”
,
g
,
:
Page 6 01‘8
Regd. Office I Masjid Manor. 2nd Floor, '16. Homf Modi Street. Fort. Mumbai - 400 023. India - Tel; 2204 3496. 2283 4997.
BANG (EN/E E93 EAST? LTD.
UNIT NO. 405/406, KEWAL IND. ESTATE, S. B. MARG, LOWER PAREL (W), MUMBA/ - 400 013‘ INDIA ° CIN . L51900MH1992PLC067013
Tel” +91 22 6660 7965 / 67, 3040 2274/15 .. Fax‘
+91 22 6660 7970 ‘ email : bo/@banggroup.com- Web.’ wwwbanggroupcom
RESQLLJTIQN N9. 5
Approval of related party transactions for the period upto March 31, 2022.
Resolution required: (Ordinary/ Ordinary Resolution
Special)
Whether promoter/ promoter group Yes
are interested in the agenda /
resolution:
Category Mode of No. of No. of % of No. of No. of % of % of
Voting shares votes Votes votes -in votes — votes in votes
held polled Polled on favour against favour against
outstand on votes on votes
ing polled polled
shares
(1) (2) (3) = (4) (5) (6) = (7) =
[Bl/(1)] [(4l/(2) [(5)/(2)
*100 ]*100 ]*100
Promoter E-voting 0.00 0.00 0.00 0.00 0.00 0.00
and P011 0.00 0.00 0.00 0.00 0.00 0.00
2:231“” Postal Ballot9896368
0.00 0.00 0.00 0.00 0.00 0.00
p(if applicable)Total 9896368 0.00 0.00 0.00 0.00 0.00 0.00
Public—, E-voting 0.00 0.00 0.00 0.00 0.00 0.00
Emma" Poll,
1118 0.00 0.00 0.00 0.00 0.00 0.00
Postal Ballot 0.00 0.00 0.00 0.00 0.00 0.00
(if applicable)
Total 1118 0.00 0.00 0.00 0.00 0.00 0.00
Public- E-voting 4716 0.1288 1029 3687 21.8193 78.1806
“onP011 161080 4.3980 161080 0 100 0.00
“15mm"Postal Ballot
36625140.00 0.00 0.00 0.00
,
0.00 0.00
ns(if applicable)
Total 13560000 165796 4.5268 162109 3687 97.7762 2.2238
Total 13560000 165796 1.2227 162109 3687 97.7762 2.2238
The above Resolution was passed with Requisite Majority.
For Bang Overseas
Limitefou"00%;OLw'flgil:“We
:5)Trupti Limbasiya .
Company Secretary & CoWOfficerA41579
Page 7 of 7
Regd. Office : Masjid Manor. 2nd Floor. 16. Homi Modi Street, Fort. Mumbai - 400 023. India — Tel.: 2204 3496, 2283 4991.
I}KOTHARI H. & ASSOCIATES HITESH KOTHARI (LLB, B.Com, FCS)
COMPANY SECRETARIESSONAM JAIN (8.00m, AC8)
CONSOLIDATED REPORT OF THE SCRUTINIZER
[Pursuant to Section 108 of the Companies Act, 2013 and Rule 20 of the Companies
(Management and Administration) Rules, 2014 as amended from time to time]
To,
The Chairman,
Bang Overseas Limited
Masjid Manor, 16 HomiModi Street,
Fort, Mumbai — 400023.
Dear Sir,
We, Kothari H. & Associates, Company Secretaries, have been appointed by the Board of
Directors of Bang Overseas Limitedas Scrutinizer for the purpose of:
i. Scrutinizing the remote e-voting process in terms of the provisions of Section 108 of the
Companies Act, 2013 (“the Act”) read with Rule 20 of the Companies (Management and
Administration) Rules, 2014 as amended (Rules) and
ii. Voting by Shareholders at the 26th Annual General Meeting (AGM) held on .
28‘hSeptember, 2018 (”AGM”) for all the resolutions contained in the Notice of ACM.
We pleased to submit our report as under, which is comprehensive and self-explanatory in
all respect:
1. The management of the Company is responsible to ensure the compliance with the
requirements of the Companies Act, 2013 and the Rules relating to remote e-voting
on the resolutions contained in the Notice of the AGM of the members of the
Company and at the meeting. Our responsibility as a scrutinizer for the voting
process is restricted to make a scrutinizer’s report of the votes cast “in favour”
“against” or remain ”abstain / invalid”, if any on the resolutions contained in the
Notice of AGM, based on the reports generated from the e-voting system provided
by Karvy Computershare Private Limited (KARVY), the authorized agency to
provide e-voting facility, engaged by the Company.
2. The Company has completed the dispatch of Notice of Annual General Meeting
alongwith the Annual Report of the Company as on 4”“ September, 2018 to
Fort: 208, P. J. Towers, Dalal Street, Fort, Mumbai-400001, Ph.: 022-2272 1831 /6555 1120
Kandivali: 1415, Ghanshyam Enclave, Laljipada Link Road, Kandivali (West), Mumbai-400067, Ph.: 022-3228
3. Advertisement was published by the Company in English in Financial Express
(Mumbai Edition), dated Wednesday 5th September, 2018 and in Marathi in
Mumbai Lakshdeep dated Wednesday 5th September, 2018.The notice published in
the newspaper carried the required information as specified in Sub Rule 3(V) (a) to
(g) of the said Rule 20.
4. The Company has availed services of Karvy Computershare Private Limited
(KARVY)as the agency for providing the remote e-voting platform.
5. The Voting rights were reckoned as on Friday, 215‘September, 2018, being the cut-off
date for the purpose of deciding the entitlements of members at the remote e-voting
and voting at the Meeting. ,
6. The remote e—voting period was open for three days which commenced on Tuesday,25'h September, 2018 at 09:00 a.m. and concluded on Thursday,27‘h September, 2018
at 5:00 pm. on https://www.evoting.karvv.com/
7. The remote e—voting results on the KARVY E-voting platform were unblocked and
downloaded on Friday, 28th September, 2018 in the presence of two witnesses Mr.
Deepam Shah and Ms. Khadija Lokhandwala who are not in the employment of the
Company and who have signed below in confirmation of the votes being unblocked
in their presence.
8. After the time fixed for closing of the poll by the chairman, ballot boxes kept for
polling were locked in our presence with due identification marks placed by me.
9. The locked ballot boxes were subsequently opened in our presence and poll papers
were diligently scrutinized. The poll papers were reconcile with the records
maintained by the Company/Registrar and transfer agent of the Company and the
authorisations / proxies lodged with the Company.
10. On scrutiny, we report that Total 44 Members attended the Meeting and out of 44
members, 42 members attended in person and 2 members attended in proxy as per
the records of attendance.
11. THE CONSOLIDATED RESULTS OF E-VOTING AND POLL ARE AS UNDER:
The details containing interalz’a, no. of Equity Shareholders, who voted ”for”, ”against”
voting website of KARVY. Taking into account the report from KARVY and physical votingat the AGM the consolidated result with respect to each item on the agenda as set out in the
Notice of the 26th AGM dated 13th August, 2018 is enclosed;
Item No. 1.
Ordinary Resolution: Consider and adopt:a. Audited Financial Statement, reports of the Board of Directors and Auditors
b. Audited Consolidated Financial Statement;
Number of Votes Contained in
0/0 ofRemote e —
voting Voting at the AGM Totaltotal
Particulars Number Number Number validNo. of No. of No. of
of votes of votes of votes votesmember members members
cast by cast by cast by castvoted voted voted
them them them
VotEd in40 9898567 27 161080 67 10059647 99.97
Favour
Voted1 2517 0 0 1 2517 0.03
Against
Abstain / 0 0 0 0 0 0 0.00Invalid
Total41 9901084 27 161080 68 10062164 100.00
Based on the aforesaid results, Ordinary Resolution as contained in item No. 1 has been
passed with requisite majority.
Item No. 2
Ordinary Resolution: Re-Appointment of Mr. Raghvendra Bang (holding DIN 00356811),who retires by rotation at this Annual General Meeting.
Particulars
Number of Votes Contained in
Remote e —
voting Voting at the AGM Total0/0 of total
Number Number Number validNo. of No. of No. of
of votes of votes of votes votes castmember
t bmembers
t bmembers
t bcas cas casvoted
yvoted
yvoted
y
them them them
VOtE—‘d in 40 9211484 27 161080 67 9372564 100.00
Favour
Voted0 0 0 0 0 0 0.00
Against
Abstain / 0 0 0 0 0 0 0.00
Invalid
Total40 9211484 27 161080 67 9372564 100.00
Based on the aforesaid results, Ordinary Resolution as contained in item No. 2 has been
passed unanimously.
Item No. 3.
Ordinary Resolution: To ratify the appointment of Auditors and fix their remuneration.
Number of Votes Contained in
0/0 Of
Remote e — voting Voting at the AGM Total total
Particulars Number Number Number validNo. of No. of No. of
of votes of votes of votes votes
member members memberscast by cast by cast by cast
voted voted votedthem them them
VOtEd in41 9901084 27 161080 68 10062164 100.00
Favour
Voted 0 0 0 0 0 0 0.00
Against
Abstain / 0 0 0 0 0 0 0.00
Invalid
Total41 9901084 27 161080 68 10062164 100.00
Based on the aforesaid results, Ordinary Resolution as contained in item No. 3 has been
passed unanimously.
Item No.4.
Ordinary Resolution: To appoint Mrs. Anuradha Paraskar (DIN: 02331564) as an
Independent Director
Number of Votes Contained in
Remote e — voting Voting at the AGM Total0/0 of total
Particulars Number Number Number validNo. of No. of No. of
of votes of votes of votes votes castmember members members
cast by cast by cast byvoted voted votedthem them them
Voted in40 9898567 27 161080 67 10059647 99.97
Favour
Voted1 2517 o 0 1 2517 0.03
Against
Abstain / 0 0 0 0 0 0 0.00Invalid
Total41 9901084- 27 161080 68 10062164- 100.00
Based on the aforesaid results, Ordinary Resolution as contained in item No. 4 has been
passed with requisite majority.
Item No. 5.
Ordinary Resolution: To obtain consent of the members of the Company to enter into the
related party transactions by the Company.
Number of Votes Contained in
Remote e —
voting Voting at the AGM Total0/0 of total
Particulars Number Number Number validNo. of No. of No. of
of votes of votes of votes votes castmember members members
cast by cast by cast byvoted voted votedthem them them
VotEd in6 1029 24 161080 30 162109 97.78
Favour
Voted2 3687 0 0 2 3687 2.22
Against
Abstain / 0 0 0 0 0 0 0.00Invalid
Total 8 4716 24 161080 32 165796 100.00