notice of agm - bse ltd. (bombay stock … & share transfer agents, m/s. sharex dynamix (india)...

INDSOYA LIMITED

34TH ANNUAL REPORT 2013 – 2014

BOARD OF DIRECTORS Mrs. Sarita Mansingka Chairperson

Mr. Kailash Chandra Dawda Director

Mr. Prahlad Kumar Maheshwari Director

AUDITORS SHANKARLAL JAIN AND ASSOCIATES, Chartered Accountants

BANKERS HDFC Bank,

REGISTERED OFFICE 1111A, Raheja Chambers,

213, Nariman Point,

Mumbai ‐ 400 021

REGISTERAR & SHARE TRANSFER AGENT Sharex Dynamic (India) Pvt. Ltd. Unit‐1, Luthra Ind. Premises, 1st Flr, 44‐E, M Vasanti Marg, Andheri‐Kurla Rd., Safed pool, Andheri(E), Mumbai 400072

LISTED ON The Bombay Stock Exchange Ltd The Delhi Stock Exchange Ltd

Day & Date of A.G.M. Thursday, September 25, 2014 Time 11.00 A.M.

INDSOYA LIMITED CIN: L67120MH1980PLC023332 Email: [email protected]

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NOTICE

THE ANNUAL GENERAL MEETING OF INDSOYA LIMITED, WILL BE HELD AT THE REGISTERED OFFICE OF THE COMPANY SITUATED AT 1111‐A, RAHEJA CHAMBERS, 213 NARIMAN POINT, MUMBAI – 400 021 ON THURSDAY, THE 25TH DAY OF SEPTEMBER, 2014 AT 11.00 A.M. TO TRANSACT THE FOLLOWING BUSINESS.

ORDINARY BUSINESS:

1. To receive and adopt the Directors Report and Audited Balance Sheet and Profit and Loss Account for the year ended 31st March 2014.

2. To appoint Mr. Kailash Chandra Dawda as Director, liable to retire by rotation and being eligible for re‐appointment.

3. Appointment of and fixing of remuneration of Auditors

To consider and if thought fi t, to pass with or without modification(s), the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to Section 139, 141 and all other applicable provisions of the Companies Act, 2013 and Rules made thereunder, M/s. Shankarlal Jain & Associates, Chartered Accountants, Mumbai (ICAI Registration Number‐ 109901W), the retiring Auditors of the Company, be re‐appointed as Auditors of the Company to hold office from the conclusion of this Annual General Meeting, until the conclusion of the next Annual General Meeting of the Company at a remuneration to be determined by the Board in addition to out of pocket expenses as may be incurred by them during the course of the Audit.”

Note:

1. A Member entitled to attend and vote at the Annual General Meeting (the “Meeting”) is entitled to appoint a proxy to attend and vote on a poll, instead of himself and the proxy need not be a Member of the Company. The instrument appointing proxy should, however, be deposited at the Registered Office of the


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Company not less than forty eight hours before the commencement of the Meeting.

A person can act as proxy on behalf of members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a single person as a proxy and such person shall not act as a proxy for any other person or shareholder.

2. Members/Proxies should fill in the Attendance Slip for attending the Meeting and bring their Attendance Slips along with their copy of the Annual Report to the Meeting.

3. In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote.

4. Every member entitled to vote at the Annual General Meeting of the Company can inspect the proxies lodged at the Company at any time during the business hours of the Company during the period beginning twenty four (24) hours before the time fixed for the commencement of the Annual General Meeting and ending on the conclusion of the meeting. However, a prior notice of not less than three (3) days in writing of the intension to inspect the proxies lodged shall be required to be provided to the Company.

5. The register of Members and the Share Transfer Books of the Company will remain closed from Monday, 22nd September, 2014 to Thursday, 25th September, 2014 [both days inclusive].

6. Members can avail of the facility of nomination in respect of shares held by them in physical form in accordance with the provisions of Section 72 of the Companies Act, 2013 (erstwhile section 109A of the Companies Act, 1956).

7. Members desiring to avail of this facility may send their nomination in the prescribed Form SH ‐ 13 duly filled into Sharex Dynamix Services (I) Pvt. Limited.

8. Members are requested to: a) intimate to the Company’s Registrar & Share Transfer Agents, Sharex Dynamix (India) Pvt. Ltd., changes, if any, in their registered addresses at an early date b) quote their folio numbers / client ID / DP ID in all correspondence.

9. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their Depository Participants with whom they are maintaining their demat accounts. Members holding shares in physical form can submit their PAN to the Company / Registrar & Share Transfer Agents, Sharex Dynamix (India) Pvt. Ltd.


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10. Pursuant to Section 101 and Section 136 of the Companies Act, 2013 read with relevant Rules made thereunder, Companies can serve Annual Reports and other communications through electronic mode to those members who have registered their e‐mail address either with the Company or with the Depository. As per provisions of Section 20 of the Companies Act, 2013 read with Rules thereunder, a document may be served on any member by sending it to him by post or by registered post or by speed post or by courier or by delivering at his office or address, or by such electronic or other mode as may be prescribed including by facsimile telecommunication or to electronic mail address, which the member has provided to his/her Depository Participant/ the Company’s Registrar & Share Transfer Agents from time to time for sending communications, provided that a member may request for delivery of any document through a particular mode, for which he shall pay such fees as may be determined by the company in its annual general meeting. In cases where any member has not registered his/her e‐mail address with the company, the service of documents etc. will be effected by other modes of service as provided in Section 20 of the Companies Act, 2013 read with the relevant Rules thereunder. Those members, who desire to receive notice / documents through e‐mail, are requested to communicate their e‐mail ID and changes thereto from time to time to his/her Depository Participant / the Company’s Registrar & Share Transfer Agents, M/s. Sharex Dynamix (India) Pvt. Ltd., as the case may be.

11. Printed copies of the Notice of the 34th Annual General Meeting of the Company inter alia indicating the process and manner of e‐voting along with Attendance Slip, Ballot Paper and Proxy Form is being sent to all members in the permitted mode. In addition, Notice of the 34th Annual General Meeting of the Company in electronic form inter alia indicating the process and manner of e‐voting along with Attendance Slip, Ballot Paper and Proxy Form is also being sent to all the members whose email IDs are registered with the Company/Depository Participants(s) for communication purposes.

12. Voting through electronic means

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 (the Rules), the items of Business given in AGM Notice may be transacted through electronic voting system and the Company is providing e‐voting facility to the members who are the members as on Monday, 01st September, 2014 (End of Day) being the “Record Date” fixed for the purpose, to exercise their right to vote at the 34th AGM by electronic means through the e‐voting platform provided by Central Depository Services Ltd. (CDSL).


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The e‐voting period commences on 22nd September, 2014 (9:00 am) and ends on 23rd September, 2014 (5:30 pm). During the e‐voting period, members’ of the Company, holding shares either in physical form or in dematerialized form, may cast their votes electronically. The e‐voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution is cast by the member, the member shall not be allowed to change it subsequently.

Instructions for e‐voting

In compliance with the provisions of Clause 35B of the Listing Agreement and Section 108 of the Companies Act, 2013 and the rules framed thereunder, the Members are provided with the facility to cast their vote electronically, through the e‐voting services provided by CDSL, on all resolutions set forth in this Notice. The e‐voting facility is available at the link.

Please read the instructions below before exercising your vote:

Steps for e‐voting

Instructions for Voting:

In case of members receiving e‐mail:

I. Log on to the e‐voting website www.evotingindia.com

II. Click on “Shareholders” tab.

III. Now Enter your User ID

a. For CDSL: 16 digits beneficiary ID,

b. For NSDL: 8 character DP ID followed by 8 digit client ID,

c. Members holding shares in Physical Form should enter Folio Number registered with the Company.

IV. Next enter the Image Verification as displayed and Click on Login.

V. If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used.

VI. If you are a first time user follow the steps given below:

For Members holding shares in Demat Form and Physical Form

PAN* Enter your 10 digit alpha‐numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders)

Physical Shareholders who have not updated their PAN with the Company are requested to use the first two letters of their name in Capital Letter followed by 8 digits folio no in the PAN field. In case the folio number is less than 8 digits enter the applicable number of 0’s before the folio number. Eg. If your name is Ramesh Kumar with folio number 1234


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then enter RA00001234 in the PAN field.

Demat Shareholders who have not updated their PAN with their Depository Participant are requested to use the first two letters of their name in Capital Letter followed by 8 digit CDSL/ NSDL client id. For example: In case of name is Rahul Mishra and Demat A/c No. is 12058700 00001234 then default value of PAN is RA00001234.

DOB# Enter the Date of Birth as recorded in your demat account or in the company records for the said demat account or folio in dd/mm/yyyy format.

Dividend

Bank

Details#

Enter the Dividend Bank Details as recorded in your demat account or in the company records for the said demat account or folio.

Please enter the DOB or Dividend Bank Details in order to login. If the details are not recorded with the depository or company please enter the number of shares held by you as on September 01, 2014 in the Dividend Bank details field.

VII. After entering these details appropriately, click on “SUBMIT” tab.

VIII. Members holding shares in physical form will then directly reach the Company selection screen. However, members holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e‐voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

IX. For Members holding shares in physical form, the details can be used only for e‐voting on the resolutions contained in this Notice.

X. Click on the EVSN for Indsoya Limited on which you choose to vote.

XI. On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

XII. Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

XIII. After selecting the resolution you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

XIV. Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.


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XV. You can also take out print of the voting done by you by clicking on “Click here to print” option on the Voting page.

XVI. If Demat account holder has forgotten the changed password then enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

A. Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) are required to log on to https://www.evotingindia.com and register themselves as Corporate.

B. They should submit a scanned copy of the Registration Form bearing the stamp and sign of the entity to [email protected].

C. After receiving the login details they have to create a user who would be able to link the account(s) which they wish to vote on.

D. The list of accounts should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.

E. They should upload a scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favor of the Custodian, if any, in PDF format in the system for the scrutinizer to verify the same.

In case of members receiving the physical copy:

1. Please follow all steps from sl. no. (I) to sl. no. (XVI) above to cast vote.

2. The voting period begins on 22nd September 2014 at 09.00 AM and ends on 23rd September 2014 at 05.30 PM. During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut‐off date 01st September 2014, may cast their vote electronically. The e‐voting module shall be disabled by CDSL for voting thereafter.

3. In case you have any queries or issues regarding e‐voting, you may refer the Frequently Asked Questions (“FAQs”) and e‐voting manual available at www.evotingindia.com under help section or write an email to [email protected].

In case a Member receives physical copy of the Notice of AGM (for Members whose email addresses are not registered with the Company/Depositories):

1. Initial password will be provided by CDSL, EVEN (E‐Voting Event Number), user ID and password.

2. Please follow all steps from sl. no. (II) to sl. no. (XVI) above, to cast vote.

Other Instructions

1. The voting rights of Members shall be in proportion to their shares of the paid up equity share capital of the Company as on 01st September, 2014.

2. Mr. Martinho Ferrao, Practicing Company Secretary (Membership No. FCS 006221), has been appointed as the Scrutinizer to scrutinize the e‐voting process (including the Assent / Dissent Form received from the Members who do not have access to the e‐voting process) in a fair and transparent manner.


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3. The Scrutinizer shall, within a period not exceeding three working days from the conclusion of the e‐voting period, unblock the votes in the presence of at least two witnesses not in the employment of the Company and make a Scrutinizer’s Report of the votes cast in favor or against, if any, forthwith to the Chairman of the Company.

4. Members who do not have access to e‐voting facility may send duly completed Assent / Dissent Form so as to reach the Scrutinizer appointed by the Board of Directors of the Company, Mr. Martinho Ferrao, Practicing Company Secretary, (Membership No. FCS 006221), at the Registered Office of the Company not later than 23rd September 2014 (05:30 PM).

Members have the option to request for physical copy of the Assent / Dissent Form by sending an email to [email protected] by mentioning their Folio / DP ID and Client ID No. However, the duly completed Assent / Dissent Form should reach the Registered Office of the Company not later than 23rd September 2014 (05:30 PM).

Assent / Dissent Form received after this date will be treated as invalid.

A Member can opt for only one mode of voting i.e. either through e‐voting or by Assent / Dissent Form. If a Member casts votes by both modes, then voting done through e‐voting shall prevail and Assent / Dissent Form shall be treated as invalid.

5. The results declared along with the Scrutinizer’s Report shall be placed on the Company’s website www.indsoya.com within two days of the passing of the resolutions at the 34th AGM of the Company on 25th September 2014 and communicated to the BSE Limited and Delhi Stock Exchange Limited where the shares of the Company are listed.

For INDSOYA LIMITED

Sd/‐

Mr. K. C. Dawda DIRECTOR

DIN: 01744419 Place: Mumbai Date: 29 May, 2014 Registered office: 1111A, Raheja Chambers, 213, Nariman Point, Mumbai‐ 400 021

INDSOYA LIMITED 1111A, Raheja Chambers, 213 Nariman Point, Mumbai – 400021

CIN: L67120MH1980PLC023332 Tel No.:‐ (022) 22852796‐97‐99 E‐mail: [email protected]

DIRECTORS’ REPORT

DIRECTORS REPORT TO THE SHAREHOLDERS Your Directors have pleasure in submitting their 34thAnnual Report with the audited accounts for the year ended March 31, 2014. OPERATIONS: The operations of the company have resulted in a Profit After Tax of Rs. 11,80,976/‐ during the year ended March 31, 2014 as shown below Financial data results (Amount in Rupees.) Year ended

31st March 2014 Year ended

31st March 2013

Profit / (Loss) Before Tax 16,84,425 44,11,852 Less: Provision for Tax 5,25,000 14,50,000 Less: Provision for Tax (earlier years) (21,551) ‐ Net Profit / (Loss) After Tax 11,80,976 29,61,852 Surplus brought from the previous year 84,29,162 54,67,310 Surplus / (Deficit) Carried to Balance Sheet 96,10,138 84,29,162

DIVIDEND: In order to conserve the resources the Directors have not recommended any dividend for the financial year ended March 31, 2014. DIRECTOR: Mr. Kailash Chandra Dawda, Director of the Company retires at the ensuing Annual General Meeting, and being eligible, offers himself for re‐appointment as Director.

AUDITORS AND AUDITORS OBSERVATIONS: M/s. Shankarlal Jain and Associates, Chartered Accountants, retires as auditors of the Company at the ensuing Annual General Meeting and offer themselves for reappointment. With regard to the Auditors observations, the same have been duly explained in the notes, hence does not require any further clarifications. SECRETARIAL COMPLIANCE CERTIFICATE: The Secretarial Compliance Certificate issued by a practicing Company Secretary pursuant to Section 383A of the Companies Act 1956 read with Rule 3 of Companies (Compliance Certificate) Rule, 2001 is annexed to this Report. DIRECTORS RESPONSIBILITY STATEMENT: Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibility Statement, it is hereby confirmed: i) that in the preparation of the Annual Accounts for the year ended March 31, 2014, the

applicable Accounting Standards have been followed alongwith proper explanation relating to material departures.

ii) that the Directors had selected such Accounting Policies and applied them consistently

and made judgments and estimates that are reasonable and prudent so as to give a fair view of the state of affairs of the Company at the year ended March 31, 2014 and of the profit of the Company for that period.

iii) that the Directors had taken proper and sufficient care for the maintenance of adequate

accounting records in accordance with the provisions of the Companies Act 1956 for safeguarding the assets of the Company and for preventing fraud and other irregularities.

iv) that the Directors had prepared the Annual Accounts for the year ended March 31, 2014

on a going concern basis. PARTICULARS OF EMPLOYEES: The particulars of the employees under the provision of section 217 (2A) of the Companies Act, 1956 are not given as no employees was in receipt of remuneration exceeding Rs.60,00,000/‐ p.a., if employed for the full year or Rs. 5,00,000/‐p.m. if employed for part of the year.

INFORMATION PURSUANT TO SECTION 217 (1) (a): The Company does not carry out any manufacturing activity therefore Rule 2 of the Companies (Disclosure of particulars in the report of the Board of Directors) Rules 1988, pursuant to Section 217 (1) (a) of the Companies Act, 1956 is not applicable. PARTICULARS ON CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION: This information is required as per Section 217(1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 and forming part of the Directorsʹ Report for the year ended March 31, 2014. Since the Companyʹs operations involve low consumption of energy, the Company has no comments to offer as far as (a) conservation of energy and (b) Technology absorptions are concerned. FOREIGN EXCHANGE: The Foreign exchange earnings and foreign exchange expenditure during the period under consideration was NIL.

For and on behalf of the Board of Directors of

INDSOYA LIMITED

Sd/‐ Sd/‐ Sarita Mansingka K. C. Dawda

Director Director PLACE: MUMBAI DATED: MAY 29, 2014


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ATTENDANCE SLIP

PLEASE FILL ATTENDANCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE MEETING HALL. Joint shareholders may obtain additional slip on request.

*Client ID No. _________________________ *DP ID No. _________________________ Ledger Folio No. _________________________ NAME AND ADDRESS OF THE MEMBERS IN FULL: _____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ No. of Share(s) held: ___________________ I hereby record my presence at the 34th ANNUAL GENERAL MEETING of the Company held on Thursday, the 25th day of September, 2014 at 11:00 P.M., 1111‐A, 11th Floor, Raheja Chambers, 213 Nariman Point, Churchgate, Mumbai – 400 021. ______________________________ Signature of the shareholder or proxy * Applicable for investors holding shares in electronic form


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PROXY FORM

[Pursuant to section 105(6) of the Companies Act 2013 and rule 19(3) of the Companies (Management and Administration) Rules, 2014)] Name of the Member(s): _______________________________________________________________ Registered Address: __________________________________________________________________ Email id: ____________________________________________________________________________ Folio No/*Client ID: __________________________________________________________________ *DP ID:______________________________________________________________________________ I/We, being the member(s) of _______________ shares of the above named Company, hereby appoint 1. Name: ________________________________Address:____________________________________ Email Id: _______________________________Signature:___________________________________ Or failing him 2. Name:________________________________Address:____________________________________ Emailid:_______________________________Signature:___________________________________ Or failing him, 3. Name:________________________________Address:____________________________________ Emailid:_______________________________Signature:___________________________________ As my / our proxy to attend and vote (on a poll) for me / us and on my / our behalf at the 34th Annual General Meeting of the Company, to be held on 11:00 P.M., 1111‐A, 11th Floor, Raheja Chambers, 213 Nariman Point, Churchgate, Mumbai – 400 021, and at any adjournment thereof in respect of such resolutions as are indicated below:


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** I wish my above proxy to vote in the manner as indicated in the box below: Resolutions For/ Against Ordinary Business: Resolutions For Against Ordinary Business Consider and adopt Audited Financial Statement, Reports of the Board of Directors and Auditors.

Reappointment of Mr. Kailash Chandra Dawda as a director, who is liable to retire by rotation.

Appointment of M/s. Shankarlal Jain & Associates, Chartered Accountants, Mumbai, as the Statutory Auditors of the Company and fixing their remuneration.

Signed this ______ day of __________ 2014. _______________________ Signature of the shareholder _______________________ _______________________ _______________________ Signature of 1st proxy holder Signature of 2nd proxy holder Signature of 3rd proxy holder * Applicable for investors holding shares in electronic form Notes: 1. This form of proxy in order to be effective should be duly completed and deposited at the

Registered Office of the Company, not less than 48 hours before the commencement of the Meeting.

2. A proxy need not be a member of the Company.

3. This is only optional. Please put ‘X’ in the appropriate column against the resolutions

indicated in the Box. If you leave the ‘For’ or ‘Against’ column blank against any or all the resolutions, your Proxy will be entitled to vote in the manner as he/she thinks appropriate.

4. Appointing a proxy does not prevent a member from attending the meeting in person if he so wishes.

5. In the case of joint holders, the signature of any one holder will be suffi cient, but names of all the joint holders should be stated.


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ASSENT / DISSENT FORM FOR VOTING ON AGM RESOLUTIONS

Name & Registered Address : of the Sole / First Named : Member :

Name of the joint holders :

Registered Folio No / :

DP ID No. / Client ID No :

Number of Shares held :

I / We hereby exercise my / our vote in respect of the following resolutions to be passed for the business stated in the Notice of the Annual General Meeting dated 29th May, 2014, by conveying my / our assent or dissent to the resolutions by placing tick ( √ ) mark in the appropriate box below:

Sr. No.

Resolutions No. of Shares

I / We assent to the Resolution

(FOR)

I / We dissent to the Resolution (AGAINST)

Ordinary Business 1 Consider and adopt Audited Financial Statement,

Reports of the Board of Directors and Auditors.

2 Reappointment of Mr. Kailash Chandra Dawda as a director, who is liable to retire by rotation.

3 Appointment of M/s. Shankarlal Jain & Associates, Chartered Accountants, Mumbai, as the Statutory Auditors of the Company and fixing their remuneration.

Place: Date:

______________________ Signature of Member

Or Authorized Representative


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INSTRUCTIONS General instructions: 1. Shareholders have option to vote either through E‐voting i.e. electronic means or to convey

Assent/Dissent in physical form. If a shareholder has opted for Physical Assent/Dissent Form, then he/she should not vote by E‐voting and vice versa. However, in case shareholders cast their vote through both physical Assent/Dissent Form and E‐voting, then vote cast through E‐voting shall be considered and vote cast through physical Assent/Dissent Form shall be treated as invalid.

2. The voting rights of Members shall be in proportion to their shares of the paid up equity share capital of the Company as on 01st September 2014.

3. Voting through physical Assent/Dissent Form cannot be exercised by a proxy. However, corporate and institutional shareholders shall be entitled to vote through their authorized representatives with proof of their authorization, as stated below.

Instructions for voting physically on Assent/Dissent Form: 1. A Member desiring to exercise vote by Assent/Dissent should complete this Form (no other form or

photocopy thereof is permitted) and send it to the Scrutinizer, Mr. Martinho Ferrao, Practicing Company Secretary and send the same at their cost to reach the Scrutinizer at the Registered Office of the Company on or before the close of working hours i.e. 05:30 P.M. on 23rd September 2014. All Forms received after this date will be strictly treated as if the reply from such Member has not been received.

2. This Form should be completed and signed by the Shareholder (as per the specimen signature registered with the Company / Depository Participants). In case of joint holding, this Form should be completed and signed by the first named Shareholder and in his absence, by the next named Shareholder.

3. In respect of shares held by corporate and institutional shareholders (companies, trusts, societies, etc.), the completed Assent / Dissent Form should be accompanied by a certified copy of the relevant Board Resolution / appropriate authorization, with the specimen signature(s) of the authorized signatory(ies) duly attested.

4. The consent must be accorded by recording the assent in the column ‘FOR’ or dissent in the column ‘AGAINST’ by placing a tick mark (√) in the appropriate column in the Form. The assent or dissent received in any other form shall not be considered valid.

5. Members are requested to fill the Form in indelible ink and avoid filling it by using erasable writing medium(s) like pencil.

6. There will be one Assent/Dissent Form for every folio/Client ID irrespective of the number of joint holders.

7. A Member may request for a duplicate Assent/Dissent Form, if so required, and the same duly completed should reach the Scrutinizer not later than the date specified under instruction No.1 above.

8. Members are requested not to send any other paper along with the Assent/Dissent Form. They are also requested not to write anything in the Assent/Dissent form except giving their assent or dissent and putting their signature. If any such other paper is sent the same will be destroyed by the Scrutinizer.

9. The Scrutinizer’s decision on the validity of the Assent/Dissent Form will be final and binding. 10. Incomplete, unsigned or incorrectly ticked Assent/Dissent Forms will be rejected.

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