-
0) | Vardhman VARDHMAN TEXTILES LIMITED
Delivering Excellence. Since 1965. CHANDIGARH ROAD
LUDHIANA- 141010, PUNJAB
T: +91-161-2228943-48
F: +91-161-2601 048
E: [email protected]
Vardhman |
Ref. VTXL:SCY:SEP:2020-21 Dated: 29-Sep-2020
BSE Limited, The National Stock Exchange of India Ltd, ** Floor,
New Trading Ring, Exchange Plaza, Bandra-Kurla Complex,
Rotunda Building, P.J Towers, Bandra (East),
Dalal Street, MUMBAI-400001. MUMBAI-400 051
Scrip Code: 502986 Scrip Code: VTL SUB: 47'" ANNUAL GENERAL
MEETING - SCRUTINIZER REPORT
In respect of the 47" Annual General Meeting of the Company held
on 28'" September, 2020,
please find enclosed herewith Report of Scrutinizer dated 29"
September, 2020 pursuant to
Section 108 and 109 of the Companies Act, 2013 and Rule 20 and
21 of the Companies
(Management and Administration) Rules, 2014.
Kindly note that the meeting commenced at 10:30 a.m. and
concluded at 11:00 a.m.
You are requested to take the same on record.
Thanking you, Yours faithfully,
For VARDHMAN TEXTILES LIMITED fEEXIIS ,
fy a
\\xc (SANJAY ate i Company Secretary
YARNS | FABRICS | THREADS | GARMENTS | FIBRES | STEELS
PAN NO.: AABCM4692E = CIN: LI7111PB1973PLC003345
WWW.VARDHMAN.COM
-
(M) : 78140 - 02345 gd (M) : 93572 - 03395 (R) :
0161-2553115
ASHOK K SINGLA & ASSOCIATES COMPANY SECRETARIES = =
Regd. Off. : BXX-1374, Krishna Nagar, Near Gurudwara Mai Nand
Kaur, Ghumar Mandi, Ludhiana - 141 001. Punjab H.0. : 261, Agar
Nagar Enclave, Barewal Road, Ludhiana-141 012.
E-mail : [email protected]. | [email protected]
29.09.2020
Ref. No.
The Chairperson of
47" Annual General Meeting of Vardhman Textiles Limited, CIN:
L17111 PB1973 PLC 003345 Regd. Off: Vardhman Premises, Chandigarh
Road, Ludhiana-141010, Punjab.
Subject: Consolidated Scrutinizer’s report for Remote Evoting
and Electronic voting at the 47 Annual General Meeting (AGM) of the
company held on Monday, 28" September 2020.
The Board of Directors of the Company at its meeting held on 23
June 2020 had appointed me as Scrutinizer for remote é-voting and
also for Electronic voting in respect of below mentioned four
resolutions proposed at 47” Annual General Meeting of the company
held on Monday, 28” September, 2020 at 10.30 A.M. (IST) through
video conferencing / ather audio visual means.
Pursuant to Section 108 of the Companies Act, 2013 read with
Rule 20 of Companies (Management and Administration) Rules, 2014 as
amended and Regulation 44 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 the Company has
confirmed that the notice convening the 47™ Annual General Meeting
of the Company along with the instructions for remote e-voting and
electronic voting at AGM and the annual report for the financial
year 2019-20 were sent through electronic mode to those members
whose email addresses were registered with the Company / depository
participants for communication purposes in compliance with MCA
Circular dated 5" May 2020 read with circular dated 3” April, 2020
and 13" April 2020 (collectively referred to as MCA circulars) and
SEBI Circular dated 12™ May 2020.
The Company has published a notice in this regard in Business
Standard (newspaper in English) and Desh Sewak (Newspaper in
Punjabi) on 04.09.2020.
Pursuant to Section 108 of the Act read with the Rules and
Regulations 44 of SEB! (Listing Obligations and Disclosure
Requirements) Regulations 2015, the Company has provided remote
e-voting and also for Electronic voting facility at the AGM to its
members in respect of business to be transacted at AGM.
The Company had appointed Central Depository Services Limited
(CDSL) as the service provider, for the facility of remote @-voting
as well as electronic voting facility at the AGM to those members
of the Company who had not cast their vote through remote
e-voting,
-
(M) : 78140 - 02345 (M) : 93572 - 03395 (R) : 0161-2553715
Date 2 oe. Cut-off date .! 21.09.2020 Remote e-voting
commencement date : 25.09.2020 Remote e-voting end date :
27.09.2020
On completion of electronic voting at the AGM, the results of
the remote e-voting and electronic voting by the members at the
AGM, on the CDSL €-voting platform were unblocked downloaded and
diligently scrutinized by me.
The management of the Company is responsible to ensure
compliance with the requirements of the Act, Rules, Circulars
issued by MCA & SEBI relating to remote €-vating and electronic
voting at the AGM on the resolutions contained in the notice of the
AGM. My responsibility as scrutinizer for the remote e-voting and
electronic voting at the AGM is to report on the votes cast in
favor or against the resolutions based on the available data.
The result of the remote e-voting and electronic voting are as
under:
ina ! - Item No.
To adopt financial statements for the financial year
31.03.2020:
No of Members who | No. of shares voted % of Total share Capital
| cast their vote
192 50383649 87.60
Remote e-voting © E-Voting at AGM Total
No. of No. of No. of No. of No, of Members Shares Members |
Shares Shares Sage
Assent 191 50383349 1 300 50383649 | 100.00 Dissent 0 0 0 0 0 0
Invalid 0 0 0 0 0 0 Total 191 50383349 1 300 50383649 100
-
(M) : 78140 - 02345 (M) : 93572 - 03395
& o (R) : 0161-2553115
ASHOK K SINGLA & ASSOCIATES COMPANY SECRETARIES
Regd. Off. : BXX-1374, Krishna Nagar, Near Gurudwara Mai Nand
Kaur, Ghumar Mandi, Ludhiana - 141 001. Punjab H.0. : 261, E-mail :
en ie eine 012.
.co.in - [email protected]
To re-appoint Mrs. Suchita Jain as a director liable to retire
by rotation:
No of Members who | No. of shares voted % of Total share
Capital
cast their vote
193 50412632 . 87.65
Remote e-voting — E-Voting at AGM Total
No. of No. of No. of No. of No, of Members | Shares Members |
Shares Shares “age
Assent 187 50368490 1 300 50368790 | 99.91
Dissent 5 43842 0 0 43842 0.09
invalid 0 0 0 0 Q 0
Total 192 50412332 1 300 50412632 100
5 ! e i tion - Item
To ratify remuneration payable to Cost Auditors for the
financial year ending 31« March, 2021:
No. of shares voted
‘No of Members who % of Total share Capital
cast their vote
193 50412632 87.65
Remote e-voting E-Voting at AGM Total
No. of No. of No. of No. of No, of
Members | Shares Members | Shares Shares Sage
Assent 192 50412332 1 300 50412632 100
Dissent 0 0 0 0 0 0
Invalid 0 0 0 0 Q 0
Total 192 50412332 1 300 50412632 100
-
& 8 me ge ASHOK K SINGLA & ASSOCIATES
COMPANY SECRETARIES Regd. Off. : BXX-1374, Krishna Nagar, Near
Gurudwara Mai Nand Kaur, Ghumar Mandi, Ludhiana - 141 001.
Punjab
H.0. : 261, Aggar Nagar Enclave, Barewal Road, Ludhiana-141 012.
E-mail : [email protected]. = [email protected]
Ref. No.
Special fi Resol - 4
To appoint Dr. Parampal Singh as an Independent Director of the
Campany:
No of Members who | No. of shares voted % of Total share
Capital
cast their vote
193 50412632 - 87.65
Remote e-voting E-Voting at AGM Total
No. of No. of No. of No. of No, of
Members | Shares Members | Shares Shares %age
Assent 191 50402764 ) 0 50402764 | 99.98
Dissent 1 9568 1 300 9868 0.02
invalid 0 0 0 0 0 0
Total 192 50412332 1 300 50412632 100
All the above 04 resolutions have been passed by the members
with requisite majority.
| hereby confirm that | am maintaining the Registers received
from the service provider both
_ electronically, in respect of the votes cast through e-voting
and electronic voting at the AGM. | shall
be arranging to handover these records to you or such other
person such other person authorized by
you.
Ashok Singla > Proprietor. SS M. No. : FCS CP No. : 1942
UDIN: F002004 BOO 802 111
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G@) | Vardhman VARDHMAN TEXTILES LIMITED Varian | Delivering
Excellence. Since 1965. CHANDIGARH ROAD
LUDHIANA-141010, PUNJAB
T: +91-161-2228943-48
F: +91-161-2601 048
E: [email protected]
Ref. VIXL:SCY:SEP:2020-21 Dated: 29-Sep-2020
BSE Limited, The National Stock Exchange of India Ltd, 1° Floor,
New Trading Ring, Exchange Plaza, Bandra-Kurla Complex, Rotunda
Building, P.J Towers, Bandra (East), Dalal Street, MUMBAI-400001.
MUMBAI-400 051
Scrip Code: 502986 Scrip Code: VTL
SUB: 47" ANNUAL GENERAL MEETING AND VOTING RESULTS
In respect of the 47°" Annual General Meeting of the Company
held on 28" September, 2020,
please find enclosed herewith Voting results as required under
Regulation 44 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
Kindly note that the meeting commenced at 10:30 a.m. and
concluded at 11:00 a.m.
You are requested to take the same on record.
Thanking you,
Yours faithfully,
For VARDHMAN TEXTILES"LIMITED FEATLN
= Y NON Sy Nezed\
Avs é ‘ uoeiana) =}
& eC ~ Ww i~ Sy, (SANJAY GUPTA) NOE CY Company Secretary
.
——
YARNS | FABRICS | THREADS | GARMENTS | FIBRES | STEELS
PAN NO.: AABCM4692E — CIN: LI7!! 1PB1973PLC003345
WWW.VARDHMAN.COM
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Details of Voting Results
{Regulation 44(3) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015}
Date of AGM: 28'" September, 2020
Total Number of Shareholders on record date. 23,723
(Book Closure date - 18.09.2020 to 28.09.2020)
No. of Shareholders present in the meeting either in person
or
through proxy: N.A.
a) Promoter and Promoter group:
b) Public:
No. of Shareholders attended the meeting through video
conferencing:
a) Promoter and Promoter group: 16 b) Public: 26 Mode of Voting
e-Voting AGENDA WISE DISCLOSURE:
The Agenda wise disclosure of the voting results of the
businesses transacted at the 47"
Annual General Meeting of the members of the Company held on
Monday, 28" September,
2020 is enclosed.
Further, a copy of result declared for the 47" Annual General
Meeting along with
Scrutinizer’s Report is also being placed on the website of the
Company at
www.vardhman.com/ and on the website of Central Depository
Services (India) Limited
(CDSL) at www.evotingindia.com.
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Item No. 1
Adoption of Financial Statements for the financial year ended
March 31, 2020.
Resolution Required: (Ordinary/Special)
Ordinary Resolution
Whether promoter/promoter group are Interested in the No
agenda/resolution?
Category Mode of No. of No. of % of Votes | No. of No.of | %of %
Of
Voting Shares held | Votes Polled on | votes- In votes- |
Votesin | Votes
Polled outstandi | favor against | favoron | agains ng shares
votes ton
polled votes polled
(1) (2) (3)=[(2)/(1 (4) (5) (7)=[(5 )}*100 (6)=[(4)/ |
)/(2)]*
(2)]*100 | 100
Promoter E-Voting 3,47;77;557 97.195 3,47;77;557 0 100 0
and Poll -
Promoter . . . " . Group Postal 3,57,81,030
Ballot (If - - - - - -
Applicable)
Total 3757,81,030 | 3,47,771557 97-195 3947:77)557 oO 100 oO
Public- E-Voting 1,55,62,510 95-991 1,55,62,510 O 100 oO
Institutions | Poll - 2 - - - _
1,62,12,449 Postal
Ballot (If - - - - - -
Applicable)
Total 1,62,12,449 | 1,55,62,510 95-991 1,55,62,510 100 oO
Public-Non | E-Voting 43,582 0.788 43,582 100 0
Institutions | Poll - - - - - -
Postal 8
Ballot (If 351251201 - - - - - -
Applicable)
Total 55,25,281 43,582 0.788 43,582 5 100 0
Tots 5175118;780 | 5 93,83,649 | 87.595 | 5,03,83,649 | 0 re
0
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Item_No. 2
To re-appoint Mrs. Suchita Jain as a director liable to retire
by rotation.
Resolution Required:
(Ordinary/Special)
Ordinary Resolution
Whether promoter/promoter group are Interested in the Yes
agenda/resolution?.
Category Mode of | No. of No. of % of No. of votes- | No.of |
%of Votes | %of
Voting Shares held | Votes Votes | In favor votes- | in favor on
| Votes
Polled Polled against | votes against on polled on votes
outsta polled
nding
shares
(1) (2) (3)=[(2) (4) (5) (6)=[(4)/(2 |. (7)=[65)/( /(1)]*10
)]*100 2)]*100
Oo
Promoter —_| E-Voting 3,47,77,557_| 97-195 | 3,47,77,557 Oo 100
0 and Poll -
Promoter : " . . ”
Group Postal 3,57,81,030
Ballot (If
Applicabl : . " : : ”
e) Total 3,57,81,030 | 3,47:77)557_ | 97-195 | 3247:77)557 Oo
100 oO
Public- E-Voting 1,55,91,493 | 96.169 | 1,55,47,651 | 43,842
99.719 0.281
Institutions | Poll - - - - - -
Postal 1,62,12,449
Ballot (If
Applicabl . : : . . :
e) Total 1,62,12,449 | 1,55,91,493 | 96.169 | 1,55147,651 |
43,842 99-719 0.281
Public-Non | E-Voting 43,582 0.788 43,582 0 100 O
Institutions | Poll - > - - - -
Postal Ballot (If 55,25,281
Applicabl : : . : . .
e) Total 55,25,281 43,582 0.788 43,582 é 100 6
fel 5175118;760 | «44 12,632 | 87.645 | 5,03,68,790 | 43,842 |
99.913 | 0.087 /
e Ww Vo \ ‘
Fe -
(dV
-
Item No. 3
To ratify remuneration payable to Cost Auditors for the
financial year ending 31 March, 2021.
Resolution Required:
(Ordinary/Special)
Ordinary Resolution
Whether promoter/promoter group are Interested in the No
agenda/resolution?
Category Mode of | No. of No. of % Of No. of votes- | No.of |
%of % Of
Voting Shares held | Votes Votes | In favor votes- | Votesin |
Votes
Polled Polled against | favoron | against
on votes on votes
outsta polled polled
nding
shares
(1) @) {G2} @) (5) | ()=14 | (7)=16) /(1)]*10 2)]*100
2)]*100
Oo
Promoter E-Voting 3,47,77,557_|_ 97-195 | 3947577)557 O 100
Oo
and Poll -
Promoter : . " . "
Group Postal 3,57,81,030 Ballot (If
Applicabl : : : : . :
) Total 3,57,81,030 | 3,47,77)557 | 97-195 | 3147,77)557 Oo 100
oO
Public- E-Voting 1,55,91,493 | 96.169 | 1,55,91,493 O 100 O
Institutions Poll Z - - = 2 -
Postal 1,62,12,449 Ballot (If
Applicabl . : . . . "
e) Total 1,62,12,449 1,55,91,493 | 96-169 | 155,91/493 oO 100
0
Public-Non E-Voting 43,582 0.788 43,582 O 100 oO
Institutions Poll - - - - - -
Postal Ballot (If 55725,281
Applicabl : : : . : :
2) Total 55),25,281 43,582 0.788 43,582 oO 100 oO
tonal 5175118,760 5,04,12,632 | 87.645 | 5,04,12,632 Oo 100
Oo
-
To re-appoint Dr. Parampal Singh as an Independent Director of
the Company.
Resolution Required: Special Resolution
(Ordinary/Special)
Whether promoter/promoter group are Interested in the No
agenda/resolution?
Category Mode of | No. of No. of % of No. of votes- | No. of %
of % Of
Voting Shares held | Votes Votes | In favor votes- Votes /|
Votes
Polled Polled against in against on favor | onvotes
outsta on polled
nding votes
shares polled
(4) (5) (1) (2) (3)=[(2) (6)=[(4 | (7)=[6)/(
/(1)]*10 )/(2)]*1 | 2)]*100
Oo 00
Promoter E-Voting 3,47577,557_|_ 97-195 | 3,47)77)557 Oo 100
Oo
and Poll -
Promoter . : " " "
Group Postal 3,57,81,030
Ballot (If
Applicabl . : : : . :
e) Total 3,57,81,030 | 3,47,77)557_ | 97-195 | 3147:771557 oO
100 Oo
Public- E-Voting 1,55191,493 | 96.169 | 1,55,91,925 9,568 |
99.939 |__0.064 Institutions | Poll - - - - - -
Postal 1,62,12,449
Ballot (If
Applicabl : : : : : .
e)
oe! 1,55191,493 | 96-169 | 1,55,91,925 9,568 99-939 0.061
1,62,12,449 9D D97"9 ° 9DI99"9 ’ * °
Public-Non | E-Voting 43,582 0.788 43,282 300 99.312 0.688
Institutions | Poll - - - - - -
Postal
Ballot (If 55,25,281
Applicabl : . . : : .
e)
Fotsl 55125)281 43,582 0.788 43,282 300 99.312 0.688
Tee) 5175118,760 5,04,12,632 | 87.645 | 5,04,02,764 9,868 99.980
| 0.020 All resolutions from Item No. 1 to 4 passed by requisite
majority. ~
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