Declaration of Postal Ballot results

Transcription

1 MICROFINANCE Head Office: 3rd Floor. My Home TycoOrt. Block A. 6-3 Kundanbagh : Begumnet, Hyderabad Telangana -- T F: y info@sksinda corn i Corporate Identity Number: L65999MH2003F1C250T::, December 16, 2014 The Secretary BSE Limited Phiroze Jeejeeboy Towers Dalai Street Mumbai The Vice President Listing National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex Mumbai Dear Sirs / Madam, Sub: Declaration of Postal Ballot results This has reference to our letter dated November 13, 2014 vide which we have forwarded you copies of Postal Ballot Notice dated November 6, 2014 ("Notice") and specimen postal ballot form(s). We, vide the aforesaid Notice, sought approval of the shareholders, by way of postal ballot voting process (including e-voting) in accordance with the provisions of Section 110 of the Companies Act, 2013 and the rules made thereunder, for issue and allotment of non-convertible debentures and /or other debt securities on private placement basis. As per the aforesaid Notice, the last date for receipt of postal ballot forms was December 13, Mr. K. V. S. Subramanian, Partner of M/s. Ravi & Subramanyam, Company Secretaries, who was appointed as Scrutinizer by the Board for the postal ballot process, has submitted his report on the same on December 16, Based on the Scrutinizer's report and as authorized by the Board, Mr. M. R. Rao, Managing Director & CEO of the Company has announced the results of the postal ballot, as passed by the shareholders with requisite majority on December 16, A copy each of the Scrutinizer's Report and Declaration of Results is attached hereto. We request you to take the above on record. Thanking You. Yours faithfully, For Yvt, C) MUMBAI Rajendra Patil Sr. Vice President Legal & Company Secretary Encl: As above. Registered Office: Unit No.110. Madhava. Sandia-Kuria Complex. Baudra East. Murnbai , Maharashtra. India I, Regional Offices: Bengaim i BhagaipuT Mopai f Bhubaneswar s Derradun Dliarwad I Citt;barga I Hyderabad I Jaipui Kochi I Ko'lkala Nagpur!Pa!na I Pune I Raipur I Ranchl Sarnbalpur I Siliguri I Varanasi Vizag

2 Ravi &3ubramanyam Company Secretaries Dated: December 16, 2014 To, The Chairman / Managing Director & CEO Dear Sir, RE: SCRUNITINIZER'S REPORT I, K. V. S. Subramanyam, Partner of M/s. Ravi & Subramanyam, Practicing Company Secretaries, was appointed as the Scrutinizer by the Board of Directors of SKS Microfinance Limited ("SKS" or "the Company") for scrutinizing the postal ballot process (including e- voting) to seek approval of the Members on the resolution as mentioned in the Postal Ballot Notice dated November 6, 2014 ("Notice") which is attached hereto and marked as Annexure - I and wish to submit my report as hereunder: 1. The Company has appointed Karvy Computershare Private Limited ("Karvy") to provide e-voting facility to its Members. 2. On November 12-13, 2014, the Notice (including postal ballot form and business reply postage prepaid envelope) was dispatched to all members whose names appeared on the Register of Members as on November 7, 2014 by registered post. In addition to this, the Notice was sent through electronic means to all the Members whose ids are either registered with the Company or Depositories. A public notice to that effect was also released in Business Standard (English language) all editions and in Tarun Bharat - Mumbai Edition (regional language - Marathi) newspapers on November 15, The voting period (by e-voting as well as postal ballot) commenced on November 14, 2014 from a.m. and concluded on December 13, 2014 at 6.00 p.m. 4. Voting rights of the Members have been reckoned in proportion to their shares of the paid up equity share capital of the Company as on November 7, Particulars of all the postal ballot forms received from the Members at address provided in the self-addressed postage prepaid business reply envelope up to the cut off time i.e. 6 p.m. on December 13, 2014 have been entered in a register separately maintained for this purpose and were considered for the purpose of scrutiny. H.No /71/B, MCH No. 250, Opp to Darpan Boutique, Adarsh Nagar, Near Birla Mandir, Hyderabad Tel/Fax : , , Mobile : , mail@rsfcs.com / finance@rsfcs.com

3 6. The votes cast through e-voting up to December 13, 2014 till 6.00 p.m. were downloaded from Karvy's website and unblocked at 6.00 p.m. on December 13, 2014 in presence of two witnesses Mr. C. Nagaraju and Ms. Meena residing at Hyderabad who are not in employment of the Company. 7. The names of the Members, their shareholding and specimen signatures on the postal Ballot forms have been verified with the data and specimen signature records as maintained by Karvy Computershare Private Limited, Registrar and Transfer Agent (RTA) /as provided by the Depositories. 8. In respect of Members who have been exercised their voting rights through both postal ballot and e-voting, the votes cast through e-voting have been considered as valid (Thirteen) envelopes containing postal ballot forms received after 6.00 p.m. on December 13, 2014 onwards were not considered for scrutiny and the same have been kept separately ,692 (Two Thousand Six Hundred and Ninety Two) envelopes containing postal ballot forms, returned undelivered by the postal authorities, were also not opened and the same have been kept separately. 11. I have not found any mutilated postal ballot forms. 12. In general and for your information, I carried out such scrutiny as I considered necessary for the purpose of Postal Ballot including e-voting. Based on the above, I have compiled the results of the voting by postal ballot / e-voting in respect of Special Resolution for issue and allotment of non-convertible debentures and/or other securities on private placement basis contained in the Notice and the same is furnished as under: Particulars No. of Ballots No. of equity shares Postal Ballot E-voting Postal Ballot E-voting Total Numbers of Members voted Less: Invalid votes clicxs4-c,,i'a voi-ei Total Number of Valid votes

4 Voted in FAVOUR of the Resolution: Particulars Number of Members voted Number of votes cast in favour of the resolution Percentage of valid votes cast Postal Ballot forms e-voting Total Voted AGAINST the Resolution: Particulars physical Postal Ballot forms e-voting Total Number of Number of votes cast Members voted against the resolution Percentage of I valid votes cast I Based on the foregoing, the resolution as outlined hereinabove may be considered as carried by the requisite majority of Members under the applicable provisions of the Companies Act, The relevant records relating to postal ballot and all other papers including voting by electronic means shall be under my safe custody till the Chairman / Director considers, approves and signs the minutes and thereafter the same shall be handed over to the Company Secretary. For Ravi & Subramanyam Company Secretarie \gsra4,l, cer (K.V.S. Subramanva Partner FCS No C.P No: 4815 Sc Place: Hyderabad Date: December 16, 2014

5 MICROFINANCE Head Office: 3rd Floor. My Home Tycoon, Block A, 6-3- Kundanbagh, Begumpet. Hyderabad Tri:angana T: F: Info.:?sksindia corn! Corporate Identity Number: L.65999MH2003PLC25Ci, ', DECLARATION OF POSTAL BALLOT RESULTS Pursuant to the provisions of Section 110 of the Companies Act, 2013 read with the rules made thereunder and Listing Agreement, the Company had sought the approval of its Members through postal ballot voting process (including e-voting) vide Postal Ballot Notice dated November 6, 2014 for issue and allotment of non-convertible debentures and/or other securities on private placement basis. Mr. K. V. S. Subramanyam, Partner of M/s. Ravi & Subramanyam, Practicing Company Secretaries, who was appointed as the Scrutinizer has submitted his report dated December 16, 2014 (copy attached). Based on the Scrutinizer's Report, I declare that the Special Resolution for issue and allotment of non-convertible debentures and/or other securities on private placement basis as contained in the Notice has been passed with requisite majority. For ` Place: Hyderabad Date: December 16, MUMBAI M.R. Rao Managing Director & CEO Registered Office: Unit No 410. Madhava. :3andra-Kurla Complex. Bandra East, Mornba , Maharashtra. India T: Regional Offices: Bengaluru I Bhagalpur Bnopa.! I Bhubancmvar I Dchradun l Dharwad I Gubarga I Hyderabad I Jaipur i Kochi KoIka Lucknov.. Patna I Punt I Raiper I Rancni I Sambaipur I Siliguri l Varanasi I Vizag