ONLINE FILING. The Secretary, BSE Ltd. Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai

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1 APOLLO TYRES LTD 7 Institutional Area Sector 32 Gurgaon , India T: F: apollotyres.com September 12, 2018 GST No.: 06AAACA6990QlZ2 ap~f!!! ATL/SEC-21 The Secretary, National Stock Exchange of India Ltd., Exchange Plaza, Bandra-Kurla Complex, Bandra (E), Mumbai ONLINE FILING The Secretary, BSE Ltd. Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai Sub : Results of the Postal Ballot and Disclosure in terms of Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Ref:- Section 110 of the Companies Act, 2013 read with Companies (Management and Administration) Rules, 2014, as amended Dear Sirs, On the captioned subject and reference cited above, please find enclosed herewith the following:- }) Details of voting results (including E-voting & Physical Ballot) of the resolutions mentioned in the Postal Ballot Notice dated August I, 2018, as per Regulation 44 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, ) The report submitted by the Scrutinizer Mr. P.P. Zibi Jose, Practicing Company Secretary for E-voting and voting done through Physical Ballot dated September 12, Submitted for your information and records. Thanking you, Yours faithfully, For APOLLO TYRES LTD. /:::;HA~~ COMPANY SECRETARY Registered Office: Apollo Tyres Ltd, 3rd Floor, Areekal Mansion, Panampilly Nagar, Kochi , India CIN: L25111KL1972PLC002449, Tel No , Fax No , info.apollo@apollotyres.com

2 APOLLO TYRES LTD. Format for Voting Results Regulation 44(3) of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 Date of the AGM/EGM 07/09/2018 (POSTAL BALLOT) number of shareholders on record date No. of shareholders present in the meeting either in person or through proxy: I Promoters and Promoter Group:!Public: No. of Shareholders attended the meetin1:1 throu1:1h Video Conferencin1:1 I Promoters and Promoter Group:!Public: A d d" bed' d Iv f, h d Resolution No. 1 (Special) Re-appointment of Mr. Neeraj Kanwar (DIN ) as Managing Director Whether promoter/ promoter group are interested in the agenda/resolution? Category Mode of Voting I Yes % of votes polled No.of Votes on outstanding INo. of Votes-In No. of Vote&- No. of Shares Held ed shares favour against l1j [2] [3]=([2)/(1))*100 [4] [5] Promoter and Promoter Group 23, 10,66, , 10,66, ,10,74, Postal Ballot (if applicable.). - 23, 10, 74, , 10,66, , 10,66, Public - Institutions 20,69,68, , ,69,80, ,04,41, ,04,41, ,69,68, ,99,88, ,69,80, Public - Non Institutions E-Votin ,31, ,88, , ,05,34, ,30, ,30, ,05,34, , 17,62, ,19, ,42, ,20,49, ,97,97, J70,74, ,27,22, %ofvotesln {$vour on votes polled %of votes against on votes polled [6]=([4)1[2])*100 [7]=([5)/12))* Resolution No. 2 (Special) Continuation of Dr. S. Narayan {DIN ) as an Independent Director 'Whether promoter/ promoter group are interested in the agenda/resolution? Category Mode of Voting No % of votes polled No.of Votes on outstanding No. of Votes-In No. ofvoth- No. of Shares Held ed shares favour against [1] [2] [3J=([2JJI1D*1 oo [4] [5] Promoter and Promoter Group 23, 10, , 10,66, , 10,74, ,10,74, , 10,66, , 10,66, o/oofvotesln favour on votss polled %of~ &Qalnston votes polled 1~([4]/[2])*100 [7]=([5]112))*

3 Public - Institutions Public Non Institutions 20,69,68, ,70,70, ,04,41, ,04,41, ,69,68, , 70, 70, ,15,22, , 15, 15, ,05,34, ,30, ,29, ,05,34, , 16,53, , 16,45, ,20,49, ,96,89, ,97,82, ,98,98, ,98,98, , , , ,99,06, Resolution No. 3 (Special) Continuation of Mr. Robert Steinmetz (DIN ) as Non-Executive Director Whether promoter/ promoter group are interested in the agenda/resolution? Category Promoter and Promoter Group Public Institutions Public - Non Institutions ' Mode of Voting I No % of votes polled No. of Votes on outstanding No. of Votes-In.No. of Shares Held ed shares favour [~] [2) (3J={(2Jll1D 100 [4] 23, 10,66, _00 23, 10,66, ,10,74, , 10, 74, , 10,66, , 10,66, , 11,25, , 15, ,04,41, ,04,41, ,11,25, ,24, 15, ,16,30, ,16,18,744,00 9,05,34, ,30, ,29, ,05,34, ,17,60, , 17,48, ,20,49, ,39,53, ,52,30, %ofvotes In %of votes No. of Votes- favour on votes against on against _polled votes polled (5) [6]={(4]/(2J) 100 (U=((S]/[2]) ,87,10, ,87, 10, , , , ,87,23, Note:- No of Invalid Votes: /~0-tLto. For APOLLO TYRES LTD. SEEMA THAPAR COMPANY SECRETARY

4 P.P. ZIBI JOSE, M.Com,.MBA, M.A(Pol.), M.A(Pub.Admn.)., F.C.S., LL.B. Practising Company Secretary 61/2939, Tenrose S.R.M.Road Cochin Telephone: : Mobile : tenrose@vsnl.com tenrosekochi@gma.il.com SCRUT1.NlZER'SREPORT (Pursuant to Section 110 of the Companies Act, 2013 and Rule 22 of the Companies (Management and Administration) Rules, 2014 The Chairman Apollo Tyres Ltd 3rd Floor, Areekal Mansion, Near Maoorama Junction, Panampilly Nagar, Kochi pear Sir, September 12, I, P.P. Zibi Jose, Practicing Company Secretary, the Scrutinizer appointed to the Postal Ballot process of your Company, pursuant to Section 110 of the Companies Act, 2013, read with the Rule 22 of the Companies (Management and Administration) Rules, 2014, hereby report the results of the Postal Ballot including e-voting exercised by the Members in respect of the Special resolution mentioned in the Notice to the Postal Ballot dated August I, 2018, as follows:- 1) The members were informed vide the Postal Ballot Notice that they: were required to give their assent for or dissent against the proposal through physical Postal Ballot Forms, which were required to be sent to us on or before 5:00 PM on September 7, 2018, or through e-voting facility which was kept open from August 9, 2018 (10:00 AM) to September 7, 2018 (5~00 PM). FCS, LLB. t l,,,'.i -'INY "- ' I..~y C' p n:'):1?22 c. y,! EN ROSE, S R.M ROAD, COCHIN 18 ),, 1 1G85 i 24D1 684

5 2) In compliance with the provisions of Sections l 08 and 110 and other applicable provisions of the Act, read with the Companies (Management and Administration) Rules, 2014 as amended, and Regulation 44 of the SEBI ( Lisling Obligations and Disclosure Requirements) Regulations, 2015, the Company had offered e-voting facility as an option to all the Members of the Company. The Company had entered into an agreement with NSDL for facilitating e-voting to enable the Members to cast their votes electronically instead of dispatching Postal Ba_llot Form. E-voting was optional. 3) Particulars of all Postal Ballot Forms received from the members including details of e-voting have been entered in a register separately maintained for the Purpose. 4) The Postal Ballot Forms received were duly scrutinized. The report of members voting through c-voting was generated after close of working hours on September 7, ) I have considered all Postal Ballot Forms received up to 5.00 P.M. on September 7, 2018, and electronic votes recorded from August 9, 2018 (10:00 AM) to s eptember 7, 2018 (5:00 PM), being the last date and time fixed by the Company for receipt of the Forms/e-voting as available in the NSDL website, have been considered in my scrutiny. 6) A summary of the Postal Ballot Fonns and electronic voting confim,ations (evotes) received for the following resolutions are as under lunu in, Director-,\ ll Particulars Physical E-votjng Number of Postal Ballots received 331 IOIS 1346 number of votes A number of valid votes Votes cast in favour of the Resolution Votes cast against the Resolution Number of invalid Postal Ballots Number of invalid votes Result:- The Resolution for "Re-appointment of Mr. Neeraj Kanwar- as Managing Director" is not passed as a Special Resolution as the votes cast in favour ( 72.72%) of the resolution are less than three times the number of votes cast against (27.28%) the resolution. C.P. i l0: l/'i939. TFN ROSE, SR M ROAD, COCHIN -18 '.'l/)1685 I

6 Item No. 2: Continuation ofdr.s. Nara an as an lndt' endent Director- As a S ecial Resolution - Particulars Physical E-votinl! Number of Postal Ballots received number of votes number of valid votes Votes cast in favour of the Resolution Votes cast against the Resolution Number of invalid Postal Ballots Number of invalid votes Result:- The Resolution for "Continuation of Dr.S. Narayan as an Independent Director" is passed as a Special Resolution as the votes cast in favour ( 91.13%) of the resolution are more than three times the number of votes cast against (8.87%) the resolution. '. Item No. 3: Continuation of Mr. Robert Steinmetz as Non-Executive Director- As a S ecial Resolution ~ Particulars - Physical E-votine Number of Postal Ballots received number of votes number of valid votes Votes cast in favour of the Resolution Votes cast against the Resolution Number of invalid Postal Ballots Nun1ber of invalid votes Result:- The Resolution for "Continuation of Mr. Robert Steinmetz as Non Executive Director" is passed as a Special Resolution as the votes cast in favour (80.46 %) of the resolution arc more than three times the number of votes cast against (19.54%) 1 Je res I Lion. PP. ZIBI JOSE M. Com, MBA, FCS, LLB. COMPANY SECRETARY C.P N0: /2939, TEN ROSE, SR M ROAD, CpcHIN -18 ':>H : / 240 i 664 For A LLO TYRES LTD. d~ T~ c ompany Secretary