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DEEPAK SPINNERS LIMITED usha@dsl-india.com I www.dsl …

A Government Recognised Export House Corporate Identification No. : L17111 HP1982 PLC016465. Plot No. 194 - 195, Fourth Floor, Industrial Area, Phase 2, Chandigarh - 160002, India I Phone: + 91 172 265 0973/74/77. DEEPAK SPINNERS LIMITED I DSL/PA/2022 28th March 2022. To, Corporate Relationship Department BSEL imited P. J. Towers, Dalal Street, Mumbai - 400001. Sirs, Subject: Notice of the Extra Ordinary General meeting (EGM). Scrip Code - 514030. Please find annexed herewith Notice of Extra Ordinary General Meeting (EGM) of the shareholders of the Company to be held through Video Conferencing {VC)/Other Audio-Visual Means (OAVM) on Wednesday, 20th April 2022 at noon (1ST)in a_ccordance with the relevant circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India.}

District Solan, Himachal Pradesh‐173205 Telephone nos. 0172 2650973, 2650974, 2650977 Website: www.dsl‐india.com Email: share@dsl‐india.com N O T I C E NOTICE is hereby given that the EXTRA ORDINARY

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Transcription of DEEPAK SPINNERS LIMITED usha@dsl-india.com I www.dsl …

1 A Government Recognised Export House Corporate Identification No. : L17111 HP1982 PLC016465. Plot No. 194 - 195, Fourth Floor, Industrial Area, Phase 2, Chandigarh - 160002, India I Phone: + 91 172 265 0973/74/77. DEEPAK SPINNERS LIMITED I DSL/PA/2022 28th March 2022. To, Corporate Relationship Department BSEL imited P. J. Towers, Dalal Street, Mumbai - 400001. Sirs, Subject: Notice of the Extra Ordinary General meeting (EGM). Scrip Code - 514030. Please find annexed herewith Notice of Extra Ordinary General Meeting (EGM) of the shareholders of the Company to be held through Video Conferencing {VC)/Other Audio-Visual Means (OAVM) on Wednesday, 20th April 2022 at noon (1ST)in a_ccordance with the relevant circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India.}

2 "'. The Notice of EGM is being sent electronically to those shareholders whose email IDs are registered with the Company / Registrar and Share Transfer Agent and the Depositories. The Notice of EGM is also being uploaded on t~e website of the Company, , You are requested to take the same on your record. Encl. : as above Registered Office & Works: DEEPAK SPINNERS LIMITED , Area,Baddi. Tehsil Nalagarh, District Solan, himachal pradesh - 173205 I Phone: + 91 1795 244 011/16. DEEPAK SPINNERS LIMITED . CIN L17111HP1982 PLC016465. DEEPAK SPINNERS LIMITED Regd. Office: 121 Industrial Area, Baddi, Tehsil Nalagarh District Solan, himachal pradesh 173205. Telephone nos. 0172 2650973, 2650974, 2650977. Website: Email: share@dsl NOTICE. NOTICE is hereby given that the EXTRA ORDINARY re enactment thereof for the time being in force) read GENERAL MEETING (EGM) of the Members of DEEPAK with Schedule IV to the Act and applicable provisions of SPINNERS LIMITED will be held on Wednesday, the 20th the SEBI (Listing Obligations and Disclosure April 2022 at through Video Conferencing Requirements) Regulations, 2015 (Listing Regulations), ( VC') / Other Audio Visual Means ( OAVM') to transact pursuant to recommendations of Nomination and the following business: Remuneration Committee, Shri Vivek Chiraniya (DIN.

3 00166690), who was appointed as an Additional SPECIAL BUSINESS Director of the Company by the Board of Directors with 1. Appointment of Smt. Asha Devi Daga (DIN effect from 17th February 2022, in terms of Section 00048885), as Non Executive Director and in this 161(1) of the Act and Article 101 of the Articles of regard, to consider and if thought fit to pass the Association of the Company, and who has given a following resolution as a Special Resolution : declaration that he meets with the criteria of independence and as per Section 149(6) of the Act and RESOLVED THAT pursuant to the provisions of Regulation 25 read with Regulation 16 of Listing Sections 149, 150, 152, and any other applicable Regulations, qualifies for being appointed as an provisions of the Companies Act, 2013 (the Act ) read Independent Director be and is hereby appointed as an with rules made thereunder (including any statutory Independent Non Executive Director of the Company to modification(s) or re enactment thereof for the time hold office for five consecutive years with effect from being in force), applicable provisions of SEBI (Listing 17th February 2022 up to 16th February 2027.

4 Obligations and Disclosure Requirements) Regulations, 2015, pursuant to recommendations of Nomination RESOLVED FURTHER THAT the Board of Directors and and Remuneration Committee and approval of Audit the Nomination & Remuneration Committee of the Committee Smt. Asha Devi Daga (DIN 00048885), Board of Directors of the Company be and is hereby who was appointed as an Additional Director of the authorised to take all steps as may be necessary, proper Company by the Board of Directors at its meeting held and expedient in their entire discretion, for the purpose on 4th February 2022, in terms of Section 161(1) of the of giving effect to this resolution and for matters Act and Article 101 of the Articles of Association of the connected therewith and incidental thereto.

5 Company, be and is hereby appointed as a Non Executive Director of the Company in the promoter 3. Appointment of Shri Yashwant Kumar Daga (DIN. category liable to retire by rotation. 00040632) as Vice Chairman and Senior Joint Managing Director and in this regard to consider RESOLVED FURTHER THAT the Board of Directors and and if thought fit to pass the following resolution the Nomination & Remuneration Committee of the as a Special Resolution : Board of Directors of the Company be and is hereby authorised to take all steps as may be necessary, proper RESOLVED THAT pursuant to the provisions of Sections and expedient in their entire discretion, for the purpose 196, 197, 203 and any other applicable provisions, if any, of giving effect to this resolution and for matters of the Companies Act, 2013 read with Schedule V and connected therewith and incidental thereto.

6 The rules made there under and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. 2. Appointment of Shri Vivek Chiraniya (DIN (including any statutory modification(s) or re enactment 00166690) as Independent Director and in this thereof for the time being in force), applicable clauses regard to consider and if thought fit to pass the of Articles of Association and Nomination &. following resolution as a Special Resolution : Remuneration Policy of the Company, and subject to other approvals, if any, consent of the Company is RESOLVED THAT pursuant to the provisions of Sections given to the appointment of Shri Yashwant Kumar Daga 149, 150, 152, 160 and any other applicable provisions (holding DIN 00040632) as 'Vice Chairman and Senior of the Companies Act, 2013 (the Act ) and the Joint Managing Director' of the Company for a period of Companies (Appointment and Qualification of Directors) five years with effect from 23rd December 2021 and Rules, 2014 (including any statutory modification(s) or approval of the Company be and is hereby accorded to 1.)

7 _____DEEPAK SPINNERS LIMITED . the terms and conditions as set out in the Explanatory RESOLVED THAT pursuant to Article 117 of the Articles Statement annexed to the Notice convening this Extra of Association of the Company and applicable provisions Ordinary General Meeting with liberty to the Board of of the Companies Act, 2013 and the rules framed Directors (the Board') which term shall include any thereunder, the designation of Shri Shantanu Daga (DIN. Committee constituted or to be constituted by the 08757724) be changed from Whole Time Director in Board) to alter and vary the terms and conditions of the the promoter category to Non Executive Director in the said appointment in such manner, as may be agreed to promoter category and shall continue to be liable to between the Board of Directors and Shri Yashwant retirement by rotation.

8 Kumar Daga provided that such variation or increase, as may be, is within the overall limits as prescribed under RESOLVED FURTHER THAT the Board of Directors and Section 197 read with Schedule V of the Companies Act, the Nomination & Remuneration Committee of the 2013. Board of Directors of the Company be and are hereby authorised to take all steps as may be necessary and RESOLVED FURTHER THAT the Board of Directors expedient in their entire discretion, for the purpose of and the Nomination & Remuneration Committee giving effect to this resolution and for matters of the Board of Directors of the Company be and is connected therewith and incidental thereto.. hereby authorised to take all steps as may be necessary, proper and expedient in their entire discretion, for the purpose of giving effect to this Place: Chandigarh resolution and for matters connected therewith Date: and incidental thereto.

9 By order Of the Board 4. To approve the Change in designation of Shri Registered Office: For DEEPAK SPINNERS LIMITED Shantanu Daga (DIN 08757724) from Whole Time 121 Industrial Area, Baddi Director to Non Executive Director and in this Tehsil Nalagarh, Puneeta Arora regard to consider and if thought fit, to pass the District Solan, Company Secretary following resolution as a Special Resolution: himachal pradesh 173205 FCS 7466. 2. DEEPAK SPINNERS LIMITED_____. NOTES be available for this EGM and hence the Proxy form, Attendance Slip and Route Map of the EGM. Venue are not annexed to this Notice. 1. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 ( Act'), which sets 7. The Company has connectivity with both National out details relating to Special Business at the Securities Depository LIMITED ( NSDL') and Central meeting, is annexed hereto.

10 Depository Services (India) LIMITED ( CDSL') under ISIN No INE272C01013. 2. Details as required under 36(3) of the SEBI (Listing 8. Corporate members intending to authorize their Obligations and Disclosure Requirements) representatives to attend the Meeting are Regulations, 2015 ( Listing Regulations') and requested to send a scanned certified copy of the Secretarial Standard on General Meetings (SS 2) in board resolution (pdf format) authorizing their respect of the Directors seeking appointment/re representatives to attend and vote on their behalf appointment at the EGM, forms integral part of at the meeting. The said resolution / authorization the notice. The Directors have furnished the shall be sent to the scrutinizer by email through its requisite declarations for their appointment/re registered email address to appointment.


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