Garware Polyester Ltd. GARWAHE HOUSE, 50 - A, SWAMI NITYANAND MARG, VILE PARLE (EAST), MUMBAl-AOO 057. TEL.: 91-22-6695 5000 ( 15 Llnes ) FAX: 2824 8155/66 Date: 15.03.2019 BSE Limited Corporate Relationship Department Phiroze Jejeebhoy Towers 25”1 Floor. Dalal Street, Fort, Mumbai 400 001. Dear Sir/Madam, Sub: Compliance under Regulation 44 of the SEBI [Listing Obligation and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), Ref: Postal Ballot - Script Code : 500655. This is with reference to our letter dated February 12, 2019, wherein we had enclosed the Postal Ballot Notice (“Notice") dated January 24, 2019 along with Explanatory Statement and the Postal Ballot Form, for seeking approval of the shareholders of the Company for businesses as specified in the Notice. In connection with the above, please find enclosed the following: 1. Voting results pursuant to Regulation 44(3) of Listing Regulations; and 2. Scrutinizer’s Report on voting through Postal Ballot (including voting by electronic meansi dated 15Lh March, 2019. The resolutions as specified in the Notice have been passed by the shareholders of the Company with requisite majority. Voting results along with the Scrutinizer’s report will also be made available on the Company’s website at \Arwwganvaregolyeom This is for your information and records. Thanking you, For Garware Polyester Limited Par Doshi \Company Secretary. Encl: as above. HEGD. OFFICE: NAIGAON. POST WALUJ. AURANGABAD 431 133. CIN No. : L10389MH1957PLC010839 Webslle : www.9arwsrapoly.eom n. E 5,909 mums
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Garware Polyester Ltd. · (61.111133 GARWARE POLYESTER LIMITED GARWARE POLYESTER LIMITED Regulations, 2015‘ Postal Ballot Voting Results Date of Postal Ballot Notice January 24,
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Total 23232394 17565634 14964429 2601205 85.19 7147.617
u s 1000 02mm
Gnu/rue GARWARE POLYESTER LIMITED
i Resolution 3: Re-appointment ofDr. M. C. Agarwal (DIN:02595878) as an Independent Director of the Company to hold ofiieifor a second term of five consecutive years from 1“ April, 2019 to 31“ March, 2024.
Resolution required : (Ordinary/Special) Special
7“ WV
Whether promoter/Promoter group interested in the agenda resolution No
Sr. Promoter] Mode of Total No. No. of % of Votes No. of No. of % of Votes % of Votes
No. Public Voting of shares Votes Polled on Votes — Votes- in favour on against on
held Polled outstanding in favour Against votes votes
Total 23232394 17565713 75.61 14964311 2601402 85.19 14.81
Notes
1. Voting rights on the shares transferred to ‘Garware Polyester Limited — Unclaimed Suspense Account’ and those
transferred to the lInvestor Education and Protection Fund' are frozen;
2. The votes polled does not include in invalid votes; and
3 All the aforesaid resolutions were passed with requisite majority.
For Garware Polyester Limited
WVParag goshi
V‘ompany Secretary
D E mac 022014
NILESH SHAH & ASSOCIATES
Company Secretaries
Ref.
Report of Scrutinizer in Respect of Postal Ballot Voting Process
[Pursuant to Section I l0 ofthe Companies Act, Em} and Rule 22 read with Rule 20 ofthe
Companies (Management and Administration) Rules, 20M]
TolThe Chairman
Garware Polyester Limited
Naigaort Post Waluj,Aumngabad — 43 I l33
Dear Sir.
SUB: Scrutinizer’s Report on Postal Ballot Voting Process and E-Votlng Process
conducted pursuant to the provisions of Section 110 of the Companies Act, 2013 (theAct’) read with Rule 12 and Rule 20 of the Companies {Management and
Administration Rules,2014
The Board of Directors of Garware Polyester Limited (‘the Company‘) vide its resolution
passed on Thursday, 24‘h January, 20l9, decided to conduct the process of voting through
postal ballot for obtaining approval of Shareholders of the Company for the following specialresolutions as set out in the notice dated Thursday, 24'11 January, 20l 9:
- Rte-appointment of Mr. B, Moradian (DIN 00242123) as an Independent Director of the
Company to hold oflice for a second term of five years from lst April. 2019 to Slst
March, 2024.
I ReAappointment of Mr. Ramcsh P. Makhija (Dl‘N 00209869) as an Independent Director
ofthe Company to hold office fora second term of five years from lst April, 20l9 to 3lst
March. 2024,.
I Re»appointment of Dr. M rCl Agarwal (DIN : 002595878) as an Independent Director of
the Company to hold ofl‘ice for a second term of five years from lst April. 20l9 to 315!
March, 2024.
The Company has provided the facility of voting through electronic means as required under
the provisions of Section 108 read with 110 of the Companies Act. 20l3 and Rule 22 read
with Rule 20 of the Companies (Management and Administration) Rules, 2014 read alongwith applicable provisions of Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations. 2015
l. Nilesh G. Shah of M/s. Nilesh Shah & Associates, Company Secretaries (Membership No
FCS 4554) was appointed as a Scrutinizer by the Company for the purpose ofthe conductingthe postal ballot voting process and e-voting process in a fair and transparent manner in
respect of obtaining approval of Shareholders of the Company for the aforesaid matter as
required under the above stated provisions of the Companies Act. 2013.
211—8 (Back Sun) 206 Floors Budding N0. 1. Sons Udyogr Pars: Panchayai Road Ext", of Old Nagsrdas RDa.
Mumhal - 400 0%. EL 1 2870 7524 I 2520 3532 Email '. lvileshQngshathm
The management of the Company is responsible to ensure the compliance with the
requirements of the Companies Act, 2013 and Rules relating to voting through postal ballotand electronic means on the resolution contained in the notice of postal ballot. Our
responsibility as a scrutinizer for the postal ballot voting process and e—voting process is
restricted to ensure that the voting process is conducted in a fair and transparent manner andmake a Scrutinizer's report of voting through postal ballot including e—Voting. containingsummary of the votes cast "in favour" or "against" the resolution as stated above. based on
the reports generated from the postal ballots received from the shareholders and e-voringsystem provided by the National Securities Depository Limited (NSDL). the authorized
agency to provide e-voting facilities. engaged by the Company.
The notice of Postal Ballot dated Thursday, 24‘h January. 2019 along with the statement
setting out material facts pursuant to Section 102 ofthe Companies Act, 2013 and Companies(Management and Administration) Rules. 2014 was sent to the Shareholders of the Company,by physical and electronic mode, as required.
The Shareholders of the Company holding shares on the cut-off date of Friday. 01‘l February.2019 were entitled to vote on the resolutions as set out in the notice.
In this regard. l submit my report as under:
L The Company had provided facility of casting vote to the Shareholders of the Companythrough postal ballot voting process and also through electronic means. i.e. by remote e-
voting on the platform provided by NDSL.
Z. The Company had followed the process as required under Section 108 read with 110 of
the Companies Act. 2013 and Rule 22 read with Rule 20 ofthe Companies (Managementand Administration) Rules, 2014 in respect of providing voting facility through postalballot and electronic means.
3. All the Postal Ballot Forms received up to 0500 pm. on Thursday. l4m March. 2019. the
last date and time fixed by the Company for receipt of the Postal Ballot Forms were
considered for my scrutiny for the purpose of this report.
4. The Postal Ballot Forms were kept in my safe custody.
5. The e-voting period remained open from Wednesday, 13‘” February, 2019 at 09.00 am.
up to Thursday, l4m March. ZOI‘) Iill 5.00 porn
6. At the end ofthe e~voting period. 1 have unblocked the electronic votes in the presence of
two witnesses not in the employment ofthe Company,
7. The details containing a list of Shareholders who voted ‘for’ or ‘against‘ 1h
was downloaded from the e‘voting website of NSDL.
211-3 (Back save) 2nd Floor. Bullding No. 1.50712 Udyog. Pilsi Pannha‘yill Rosa am at Old Nagardu
81 I have scrutinized the votes casted through electronic means and also through postalballot forms for the purpose ofthis repon. Signatures ofthe members‘ who voted throughphysical postal ballot were verified by the RTA — Link [mime india PvL Ltd.
9. The particulars of all the electronic votes cast by the shareholders through e-volingprocess and votes cast by the members through Postal Ballot forms have been recorded ina regisler separately
10.
maintained for the purpose.
Shareholders of the Company is as under:
Resolution Nu. 1:
A summary of the Postal Ballot Forms received and votes cast (including e-voting) by
Re-annointment of Mr. B. Maradian (DIN 00242123) as an
independent Director of the Comganx to hold office for a second term of five xearsfrom 1st Anril, 2019 to 31st March, 2024:
(i) Voted in favour ufthe resolution:
Number ofvotes % uftotalMode 01‘ Voting
Number
alsembers registered by number of validW
them votes registeredr
Through Postal Ballot 56 6350 84153%
“mug“ BMW“101 14958259 85.19%
Means
Total 157 149646119 85.19%
(ii) Voted against the resolution:
,1
Number of members Nair/71::01'
0/. of total “Mb"
Mode of Voting . , of valid vol-svoting registered by
registeredIhem
Through Postal Ballet 3 l 162 l5.47%
”mg" Beam“9 2599863 14.8 1%
Means
Total 12 2601025 14.81 %
211-81m Slde) Ind Flour. Building No. 1. Sons UdYBfi. Pml l’anmayat Rnsd‘ Bill of Old Nagardas Road. Andhen (Easll‘Mumbai - 400 069. Tel. : 2820 7324 [2820 3582 E-mail : nileanngsllflime