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u KPG &Associates
Company Secretaries
MGT 13
REPORT OF SCRUTINIZER - COMBINED
[Pursuant to section 108 of t~e Companies Act, 2013 and rule 20(3)(xi) & 21(2) of
the Companies(Management and Admin.istration) Rules, 2014 as amended
to date]
To,
The Chairman of the Annual General Meeting ("AGM") of the shareholders of
FOCUS INDUSTRIAL RESOURCES LIMITED (the "Company") held on Friday,
30September, 2016 at Shalimar Bagh Club, Plot no. 9, B- Block, Community
Centre, Club Road, Shalimar Bagh, Delhi- 110 088 . AT12:30 P.M.
Dear Sir,
1. I, Prashanth Kumar .Gupta, Company Secretary in Practice, have been
appointed by the Board of Directors of Focus Industrial Resources Ltd as a
Scrutinizers for the purpose of scrutinizing the e-voting process and for the
purpose of the poll taken on the bellow mentioned resolutions to ascertain the
requisite majority on e-voting and poll carried out as per the provisions of
Section 108& 109 of the Companies Act, 2013 read with Rule 20 and 21 of
the Companies (Management and Administration) Rules, 2014 on the
resolution contained in the notice of the AGM of the shareholders of the
Company held on Friday, 30th September, 2016.
2. The management of the Company is responsible to ensure the compliances
with the requirements under the Companies Act, 2013 and rules relating to
voting through electronic means on the resolutions contained in the notice of
the AGM of the shareholders of the Company. My responsibility as a j
scrutinizer for the e-voting process and poll is restricted to the making of the
Scrutinizer's report of the votes cast in "favour", "invalid votes" or "against"
the e-voting system provided by National Securities Depository Limited
("NSDL"), the authorized agency to provide e-voting facilities, engaged by
the Company and the votes cast in "favour", "invalid votes" or "against" the
resolutions contained in the notice by the shareholders as present by poll.
3. Further to the above, I submit my report as under:
(i) The e-voting period remained opened from 26th September, 2016 (10: 00
am) to 29th September, 2016 (5:00 pm).
(ii) The members of the Company as on the record date / cut-off date i.e.
23rd September, 2016, were entitled to cast their vote electronically on
the resolutions as mentioned in the notice of the AGM of the shareholders ..
of the Company;
(iii) After the Conclusion of the Annua l General Meeting
30tha. The votes cast through Remote E-Voting were unblocked on
September, 2016 at around 05.15 P.M in presence of Two witnesses
namely, Ms. Gayatri and Ms. Varsha Mittal , who are not in the
employment of the Company.
They have signed below in confirmation of the Event being unblocked
in their presence:
~ Ms. Gayatri Ms. Varsha Mittal
b. And the Ballot boxes were opened and polling papers were removed
and examined.
(iv) Thereafter the details containing inter alia, list of the shareholders, who
voted "for", "against" the resolution were extracted from the Poll Papers
and Report generated from the e-vot,ing website of NSDL i.e.
https://www.evoting.nsdl.com/and based on such reports the result of
the e-voting is as under: i
https://www.evoting.nsdl.com/and
Item No.1
To_receive, consider and adopt the financial statements for the financial
Y~CI~nded 31st March, 2016 including the audited Balance Sh~ as at
31st March,2016 and ~he Statement of Profit and Loss fo~the year ended
on that date together with the Reports of the Board of Directors and
Auditors thereon.
1. Voted in favour of the Resolution
Mode of Voting Number of
members voted
Number of votes
cast by them
% of
number of
votes cast
total
valid
E-voting 29 34,72,800 99.97 0/0
Poll (in person or
proxy)
23 9,71,113 1000/0
Total 52 44,43,913 1000/0
2. Voted against the Resolution
Mode of Voting Number
members
through
electronic
system
of
voted
voting
Number
votes cast
them
of
by
% of
number of
votes cast
total
valid
E-voting 1 1002 0.029 0/0
Poll (in person or proxy)
Total 1 1002 Negligible
3. Inva'iid votes
Mode of Voting Total number of members Total number of
whose votes were declared votes cast by
invalid them
E-voting
Poll (in person or proxy) 1 2
i
Item No.2
To appoint a Director in place of Ms. Mamta Jindal (DIN:00085096),
Director of the Company. who rebres by rotation at this Annual General
Meeting, and being eligible. offers herself for re-appointment.
1. Voted in favour of the Resolution
Mode of Voting Number of Number of votes 0/0 of total
members voted cast by them number of valid
votes cast
E-voting
Poll (in person or
30
23
34,73,802
9,71,113 I
1000/0
1000/0
proxy)
Total 53 44,44,915 1000/0
2. Voted against the Resolution
Mode of Voting Number of
voted
electronic
system
members
through
voting
Number
votes cast
them
of
by
0/0 of total
number of valid
votes cast
E-voting - - -Poll (in person or
proxy)
- - -
3. Invalid votes
Mode of Voting Total number of members
whose votes were declared
inva'lid
Total number of votes
cast by them
E-voting - -Poll (in person or
proxy)
1 2
Item No.3
-~/
1
To appoint MIs. S.K. Singla and Associates, Chartered Accountants (Firm
Registration Number 005903N), be and are hereby appointed as the
Statutory Auditors of the Company in place of MIs. M.M. Goyal and Co.,
Chartered Accountants (-Firm Registration Number 007198N) as a
Statutory Auditors of the Company and fix their remuneration.
1. Voted in favour of the Resolution
Mode of Voting Number of
members voted
Number of votes
cast by them
0/0 of
number of
votes cast
total
valid
E-voting 29 28,63,102 1000/0
Poll (in person or
proxy)
23 9,71,113 1000/0
Total 52 38,34,215 1000/0
2. Voted against the Resolution
Mode of Voting Number of
voted
electronic
system
members
through
voting
Number of
votes cast
by them
0/0 of
number of
votes cast
total
valid
E-voting - - -Poll (in person or
proxy)
- - -
3. Invalid votes
Mode of Voting Total number of members Total number of votes
whose votes were declared cast by them
invalid I
E-voting - -I
Poll (in person or
proxy)
1 2
i
•
Item No.4
To Re-appoint Mr. Pradeep Kumar Jindal (DIN: 00049715), as Chairman
and Managing Director of the Company for a l2eriod of five years
commencing from 29.12.2016 as a Managing Director of the Company.
1. Voted in favour of the Resolution
Mode of Voting Number of
members voted
Number of votes
cast by them
0/0 of
number of
votes cast
total
valid
E-voting 30 34,73,802 1000/0
Poll (in person or
proxy)
23 9,71,113 1000/0
Total 53 44,44,915 1000/0
2. Voted against the Resolution
Mode of Voting Number of
voted
electronic
sy?tem
members
through
voting
Number of
votes cast
by them
0/0 of
number of
votes cast
total
valid
E-voting - - -Poll (in person or
proxy)
- - -
3. Invalid votes
Mode of Voting Total number of members Total number of votes
whose votes were declared cast by them
invalid
E-voting - -Poll (in person or
proxy)
1 2
Item No.5
To appoint Mr. Satendrapratap laeswal (DIN: 06864542) as an j
Independent Director of the Company.
1. Voted in favour of the Resolution
Mode of Voting Number
members voted
of Number of votes
cast by them
% of
number of
votes cast
total
valid
E-voting 30 34,73,802 1000/0
Poll (in person or
proxy)
23 9,71,113 1000/0
Total 53 44,44,915 1000/0
2. Voted against the Resolution
Mode of Votling Number of
voted
electronic
system
members
through
voting
Number of
votes cast
by them
% of
number of
votes cast
total
valid
E-voting - - -Poll (in person
proxy)
or - - -
3. Invalid votes
Mode of Voting Total
whose
invalid
number
votes
of
were
members
declared
Total number of votes
cast by them
E-voting - -Po ll (in
proxy)
person or 1 2
Thanking You,
For~G&ASSO
l~~ Pra anth Ku -.Io.'-.....,;\.,..
ACS-37201
COP- 13958
Date: 30/09/2016 ; Place: New Delh i
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