CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street,...

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CS PRAVEEN SHARMA Practising Company Secretary 9/12, LalBazar E treet, Mercantile Building,Block- B, 3rd Floor, RoomNo.3102 Kolkata- 700001 Email:[email protected] Tel: 033 - 4008 9235 Consolidated Scrutinizer's Report [Pursuant to Section 108 and 109 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended] To, The Chairperson RadheyTrade HoldingLImited 25, Strand Road, Marshall House 6th Floor,RoomNo.607 Kolkata- 700001 Dear Sir, 1. I, Praveen Sharma, Company Secretary in Practice, have been appointed as a scrutinizer by the Board of Directcrs of the Radhey Trade Holding Limited ("the Company") for the purpose of: A. Scrutinizing tl e remote e-votingprocess under the provision of Section 108 ofthe Companies Act, 2013 ("Act")read with Rule 20 of the Companies (Management and Administr;ttion)Rules, 2014, as amended ("Rules")and B. Poll through ballot paper under the provisions of Section 109 of the Act read with Rules 21 of th-eRules, on the resolutions contained in the notice of the AGMof the Equity Shareholders of the Company held on 15th September, 2017 at the Registered Offi~eof the Company at 25, Strand Road, 6th Floor, Room No. 607, Marshal House, Kolkata - 700001 2. The Management of the Company is responsible to ensure the Compliance of the requirements of the Companies Act, 2013 and rules relating to the voting through remote e-votingand Ballot Form and for the equity shareholders of the Company. Myresponsibility as a scrutinizer for the process of voting through remote e-voting and ballot form at the venue of the AGM is t) ensure that the voting process is conducted in a fair and transparent manner .ind is restricted to make a scrutinizer's report for the votes casts in "favor r" or "against" on the resolution proposed in the Notice of the 36th Annual General Meeting, based on the report generated from the e-voting system provided by the CDSL,the agency engaged by the Company to provide e-voting facilities for voting through electronic means and votes casted through ballot forms at the venue of Annual General Meet:ng in respect of the resolutions considered at the 36th Annual General Meet ng of the shareholders of the Company. 3. In terms of the aforeseid Notice and as prescribed in the aforesaid rules, the remote e- votingfacilitywas kept open from Tuesday, 12thSeptember, 2017 at 9:00 A.Mto Thursday, 14th September, 2017 a' 5:00 P.M and members were requested to cast their votes electronically convening t heir assent or dissent in respect of the resolution on e-voting platform provided by CDS;"

Transcript of CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street,...

Page 1: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

CS PRAVEEN SHARMAPractising Company Secretary

9/12, Lal Bazar E treet, Mercantile Building,Block - B, 3rd Floor, RoomNo. 3102Kolkata - 700001

Email:[email protected]: 033 - 4008 9235

Consolidated Scrutinizer's Report

[Pursuant to Section 108 and 109 of the Companies Act, 2013 read with Rule 20 of theCompanies (Management and Administration) Rules, 2014 as amended]

To,The ChairpersonRadheyTrade HoldingLImited25, Strand Road, Marshall House6th Floor, RoomNo. 607Kolkata - 700001

Dear Sir,

1. I, Praveen Sharma, Company Secretary in Practice, have been appointed as a scrutinizerby the Board of Directcrs of the Radhey Trade Holding Limited ("the Company") for thepurpose of:

A. Scrutinizing tl e remote e-voting process under the provision of Section 108 of theCompanies Act, 2013 ("Act")read with Rule 20 of the Companies (Managementand Administr;ttion) Rules, 2014, as amended ("Rules")and

B. Poll through ballot paper under the provisions of Section 109 of the Act read withRules 21 of th-eRules, on the resolutions contained in the notice of the AGMofthe Equity Shareholders of the Company held on 15th September, 2017 at theRegistered Offi~eof the Company at 25, Strand Road, 6th Floor, Room No. 607,Marshal House, Kolkata - 700001

2. The Management of the Company is responsible to ensure the Compliance of therequirements of the Companies Act, 2013 and rules relating to the voting through remotee-votingand Ballot Form and for the equity shareholders of the Company. Myresponsibilityas a scrutinizer for the process of voting through remote e-voting and ballot form at thevenue of the AGM is t) ensure that the voting process is conducted in a fair andtransparent manner .ind is restricted to make a scrutinizer's report forthe votes casts in "favor r" or "against" on the resolution proposed in the Notice of the36th Annual General Meeting, based on the report generated from the e-voting systemprovided by the CDSL, the agency engaged by the Company to provide e-voting facilities forvoting through electronic means and votes casted through ballot forms at the venue ofAnnual General Meet:ng in respect of the resolutions considered at the36th Annual General Meet ng of the shareholders of the Company.

3. In terms of the aforeseid Notice and as prescribed in the aforesaid rules, the remote e­voting facilitywas kept open from Tuesday, 12thSeptember, 2017 at 9:00 A.Mto Thursday,14th September, 2017 a' 5:00 P.M and members were requested to cast their voteselectronically convening t heir assent or dissent in respect of the resolution on e-votingplatform provided by CDS;"

Page 2: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

CS PRAVEEN SHARMAPractising Company Secretary

9/12, Lal Bazar Street, Mercantile Building, Block - B, 3rd Floor, Room No. 3102Kolkata - 700001

Email:[email protected] Tel: 033 - 4008 9235

4. The Members of the Company as on "Cut-off date (record date) i.e. 8th September, 2017were entitled to vote on the resolutions.

5. At the end of the voting period on Friday, 15th September, 2017 at 5:00 P.M. 1ST, thevoting portal of the sen 'ice provider was blocked forthwith.

6. The votes cast were .mblocked on 15th September, 2017 in the presence of two witnesses,Gajanand Sharma and Pratick Saha who are not in the employment of the Company. Theyhave signed below in Confirmation of the Votes being unblocked in their presence.

C,~\~~Gajanand Sharma

?ry«\.. ~ ,-ll. Se, t-.,

Pratick Saha

7. Thereafter, the del ails containing interalia, list of the members, who voted "for" or"against" on each of the resolution that were derived· from the ballot forms as received andthe report generated fr orn the e-voting website of the CDSL, and based on such reports.

8. I have issued Separate Scrutinizer's Report dated 15th September, 2017 on the remotee-voting and on the poll conducted through ballot paper at the venue of the AGMon theresolution contained in the notice of the AGM. I submit herewith my consolidatedScrutinizer's report 011 the result of voting by remote e-voting and poll conducted at thevenue of the AGMas Iollows:

1. To receive, consider and adopt the Audited Financial Statements for the year ended 31stMarch, 2017 and the reports of the Directors' and Auditors' thereon.

Poll 3

roup interested in agenda/resolution Noo. of No. of % of votes No. of No. of % of Votes in %of Voteshares Votes polled on Votes in Votes favour on votes against on votesheld Polled outstandin favour against polled polled(1) (2) g shares (4) (5) (6)=[(4)/ (2)]*100 (7)=[(5)/(2)]*100

(3)=[(2)/(1)]*100

33,950 100.00 33950 - 100.00 0.001,950 - - - - 0.00

N.A N.A N.A N.A N.A N.A1,950 33950 100.00 33,950 - 100.00 0.00

- - - - - - -- - - - - - -- - - - - - -

- - - - - -

25 0.0008 25 - 100.00 0.0006,050 99 0.003 99 - 100.00 0.00

N.A N.A N.A N.A N.A N.A06,050 124 0.0038 124 N.A 100.00 0.00.40,000 34,074 10.51 34074 0 100.00 0.00

Promoterand

PromoterGroup

E-Votin

Postal BallotTotal 3

E-Voting

Public- Poll

Institutions Postal BallotTotal

E-VotinPoll 32

Public Non- Postal BallotInstitutions Total 32Total 32

Page 3: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

CS PRAVEEN SHARMAPractising Company Secretary

9/12, Lal Bazar Street, Mercantile Building, Block - B, 3rdFloor, Room No. 3102Kolkata - 700001Email: [email protected]

Tel: 033 - 4008 9235

2. To appoint a Director in place of Mr. Pankaj Sharma (DIN No. 05215905) who retires byrotation and being eligible- himself for re-appointment

Resolution: Ordinary Resolution

L!.E. interested in a enda/resolutionYesof No. of % of votes No. of No. of % of Votes in % of VoteslTes Votes polled on Votes in Votes favour on votes against on votesId Polled outstandin favour against polled polled) (2) g shares (4) (5) (6)=[(4)/(2)J*100 (7)=[(5)/(2)]*100(3)=[(2)/(I)J

*10033950 100.00 33950 - 100.00 0.00"50 - - - - - 0.00N.A N.A N.A N.A N.A N.A('50 33,950 100.00 33,950 - 100.00 0.00- - - - - - -- - - - - - -- - - - -- - - - - - -25 0.0008 25 - 100,00 0.00

6050 99 0.003 99 - 100.00 0.00N.A N.A N.A N.A N.A N,A6,)50 124 0.0038 124 N.A 100.00 0.000,)00 34074 10.51 34074 0 100.00 0.00

h((

E-VotinPromoter Poll 33,and Postal BallotPromoter Total 33,Group

E-Voting

Public- PollInstitUtions Postal Ballot

Total

E-VotinPoll 32,0Public Non- Postal Ballot

Institutions Total 32,0Total32,4

3. To appoint of M/s Do~;hi Maru & Associates (FRN No. Ol12187W) as auditors of thecompany,

Resolution: Ordinary ResolUtion

, interested in agenda/resolutionNo

.- No. of % of votes No. of No. of % of Votes in % of Votess Votes polled on Votes in Votes favour on votes against on votesPolled outstandin favour against polled polled(2) g shares (4) (5) (6)=((4)/(2)J*100 (7)=[(5)/(2)J*100(3)=1(2)/(1)J

*10033,950 100.00 33,950 - 100.00 0.00

(I - - - - - 0.00N.A N.A N.A N.A N.A N.AC' 33950 100.00 33,950 - 100.00 0.00- - - - - -- - - - - -- - - - - -- - - - - -

25 0.0008 25 - 100.00 0.0020 99 0.003 99 - 100.00 0.00N.A N.A N.A N.A N.A N,A5) 124 00038 124 N.A 100.00 O.OO._-:::~0) 34,074 10.51 34,074 0 100.00 _Q.Mr-.'lI::·en tt 1.>~

.,' , .,' V(,!

E-VotinPromoter Poll

and Postal BallotPromoter TotalGroup

E-Voting

Public- PollInstitutions Postal Ballot

Total

E-VotinPoll

Public Non- Postal Ballot

33,95

33,95

32,06,0

Page 4: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

CS PRAVEEN SHARMAPractising Company Secretary

9/12, Lal Bazar ~'treet, MercantileBuilding,Block_ B, 3rdFloor, RoomNo.3102Kolkata- 700001Email:[email protected]

Tel: 033 - 4008 9235

4. To appoint Mr. Piyushhhai Jentilal Malde (DIN.07689869) as a Executive Director of thecompany.

Resolution: Ordinary Resolution

Whether PromoteI.:L_Promoter __gro"l!£ interested in ag_enda_L_resolutionNoCategory Mode of No. )f No. of % of votes No. of

No. of % of Votes in % of VotesVoting Shar-es Votes polled on Votes in Votes favour on votes against on votes

held Polled outstandin favour against polled polled(1) (2) g shares (4) (5) (6)=1(4)1(2)J*100 (7)=1(5)/(2)/*100(3)=1(2)1(1)]

*100E-Voti~ 33,950 100.00 33,950 - 100.00 0.00Promoter Poll 33,9~a - - - - - 0.00

and Postal BallotN.A N.A N.A N.A N.A N.A

Promoter Total 33,950 33950 100.00 33,950 - 100.00 0.00Group

E-Voting - - - - - - -Public- Poll - - - - - - -Institu tions Postal Ballot - - - - - - -Total -

- - -E-Voti~25 0.0008 25 - 100.00 0,00

Poll 32,06,0,0 99 0.003 99 - 100.00 0.00Public Non- Postal Ballot

N.A N.A N.A N.A N.A N.A

Institutions Total 32,06,0;;0 124 0.0038 124 N.A 100.00 0.00Total

3240,0110 34,074 10.51 34074 0 100.00 0.00

Based on the foregoing, the aforesaid resolutions shall be deemed to have been passed withthe requisite majority.

9. The electronic data and all the other relevant records relating to e-voting are under mysafe custody and will be handed over to the Chairman for preserving safely after theChairman considers, appr'lVesand signs the minutes of the AGM.

Thanking You,

~;f~=\;:;\~~:~)PRAVEEN SHARMA ~~ ~iE.'~V-'PractiCingCompany SecrethryC.P.No. 14501Mem.No.A30365

Place:KolkataDate: IStll September, 2017

Branch: 21/666, West View,CHSLtd, Shastri Nagar, Goregoan (West),Mumbai _400104

Page 5: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

valilate ~

Start time of the meeting 12:00 PM

Name of the company

Type of meeting

Date of the meeting / Date of declaration ofresults (in caseof Postal Ballot)

15-09-2017

Endtime of the meeting 01:30 PM

Page 6: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

Disclosure of notes on voting results Add Notes

Page 7: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

NoWhether promoter/promoter group are interested in the agenda/resolution?

Description of resolution consideredAdoption of audited Balance Sheet of Company as at March 31, 2017, Statement of Profit & Loss

and Cash Flow Statements for the year ended and reports of Directors'& Auditors' thereon

E-Votin.~33950

%ofvotes infavour on votes

polled

% of Votes polledon outstanding

shares

No. of votes­against

No. of votes - infavourMode of voting No. of shares held

No. of votespolled

Category

(2)

Promoter and

Public­Institutions

Nonnstitutions

Disclosure of notes on resolution Add Notes

Pr~mq!~ a~~ Promoter ~G_r()ul'

Public Insitutions

oPublic - Non Insitutions

Page 8: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

Whether promoter/promoter group are interested in the agenda/resolution?

Description of resolution considered

No. of votes - infavourMode of voting

Yes

Category

E-Voting

Re-appointment of Mr. Pankaj Sharma, as Director of the company

% of votes infavour on votes

polled

Promoter and

Public­Institutions

% of Votes polledon outstanding

shares

No. of votes -against

No. of votespolled

No. of shares held

(1)

Disclosure of notes on resolution Add Notes

Public Insitutions

Public - Non Insitutions

Page 9: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

'% of votes in

Whether promoter/promoter group are interested in the agenda/resolution? No

Appointment of Mis Doshi Maru & Associates, as Statutory Auditor of the Company for a term offive years.Description of resolution considered

(1)

No. of votespolled

% of Votes polledon outstanding

shares

No. of votes -against

No. of votes - infavourMode of voting No. of shares heldCategory

Promoter and

Public­Institutions

Public- NonInstitutions

Disclosure of notes on resolution Add Notes

Public Insitutions

Public - Non Insitutions

Page 10: CS PRAVEEN SHARMA · CS PRAVEEN SHARMA Practising Company Secretary 9/12, Lal Bazar Street, Mercantile Building, Block- B,3rd Floor, RoomNo.3102 Kolkata- 700001 Email:psassco@gmail.com

Whether promoter/promoter group are interested in the agenda/resolution? No

Description of resolution considered Appointment of Mr. Piyushbhai lentilal Malde as Director of the company

% of votes in% of Votes polledon outstanding

shares

No. of votes - infavour

No. of votes -against

No. of votespolled

Mode of voting No. of shares heldCategory

E-V_ot~~

Poll 33950Promoter andPromoter Group

Disclosure of notes on resolution Add Notes

Public - Non Insitutions