Isn't in the meeting nutrition network issues, and for the audio system I just keeping my video off. I am company secretary of dispatch area of Emami. Frank Ross limited.
I welcome all the directors shareholders other participants in this extraordinary general meeting.
Company your company is holding this general meeting in compliance with the applicable provisions of companies act 2013 with all the relevant circular as well as secretary standard.
2, please take note that the proceedings of the are being recorded.
And the transcript of the meeting shall be uploaded on the website of the company all members who have joined the meeting are by default, placed on mute mode to avoid any disturbance from the background.
To ensure smooth and seamless conduct of the meeting as for the confirmation received from cdsl is present.
Now, I request got them sir, to take the chair and proceed the meeting. Thank you.
Good morning. Everybody welcome to Frank cross limited extraordinary general meeting. I'm extremely sorry for the delay in starting the meeting because of some network issues.
I was not able to join in.
Um, I've got them the managing director of the company and the chair person for this meeting. I'm joining the meeting from my residence in Kolkata.
I, thank all the shareholders, the special invite these other directors and other participants for joining this through video conferencing. I hope.
All of you, and your family are safe, and in good health, since the requisite column is present, I call the meeting to order, uh, with me apart from, uh, America area.
Our company secretary, we have Mr. of the meeting and, uh, Mr.
representative of and company our statutory auditors we have. Mr.
Partner of.
Mrs. uh, room, train, company, practicing company, secretaries and secretarial auditors of the company. Joining this meeting, uh, request all to confirm that they are present.
We are presented and presenting you can move from.
So, now I request all the directors who are joining and present to kindly introduce themselves. Uh, Mr. has already introduced himself.
I would request the other directors who are present to kindly, full time director. I'm attending the meeting from my office.
I'm with the independent director, I'm attending the meeting from my home from a residence. Thank you.
Good morning I'm diversity. Independent director.
I didn't in the meeting from my office.
Hello, uh, a full time director. I'm attending the meeting sitting at my car now. I'm presenting to.
In hospital.
Uh, um, is, is, uh, yeah, full time director. I'm attending the meeting my.
Thank you. Okay. Thank you. Everybody all the directors are present. Mm. Hmm.
So now, since all the members have joined this meeting through video conferencing.
Switch to the circle of the ministry of corporate affairs. The facility to appoint proxy to attend in cast vote for the meeting is not available for this.
The company has received board resolutions from 3 promoters shareholders authorizing their representative to attend the AGM and vote through voting or voting at AGM.
Notice of the extraordinary general meeting has been.
To all the members and is also available on the website of the company at W. W. W.
dot Frank Ross pharmacy dot com the notice can also be assessed from the websites of the stock exchange. That is BSC limited at W. W. W. dot BSC India dot com.
Before with your permission, I take the notice of the as rate.
Now, I request the company secretary to give details of the agenda items and the voting process.
Uh, thank you, sir dear shareholders in terms of companies act, 2013, the listing regulation. The company had provided a motivating facility through the system of cdsl to the shareholders.
The remote voting period commenced at 9 am on 27th, January, 23 such members who have not already cast their vote through remote voting can cast their vote. Now.
voting can cast their vote now
During this meeting through in voting facility, by visiting the CBS and voting page as instructions, provided through notice, the voting is open and shall remain open until 15 minutes. After.
The conclusion of the voting period began on 27th of January, 23, and ended on 30th, January 23 during that period shareholders of the company holding shares either in.
company holding shares either in
Confirm or in the materialized form as on cut off date or record date of 24 January 23 can cast their vote electronically. Mr. Sandeep company.
Secretary in practice has been appointed as a screw be nicer to scrutinize the votecast at remote voting and voting at this Egypt.
Since the meeting is being conducted through video conferencing and the resolutions. the resolutions
Stated in the notice of are already put to walk through remote devoting. There will be no proposing and seconding of the resolution.
The result declared along with the, the report shall be placed on the website of the company and on the web side of the city.
2nd, reclassification of authorized capital and alteration in memorandum of association. 3rd, offer issue and a lot equity shares on preferential basis.
And for this issue of unsecured optionally convertible venture and preferential allotment of equity share.
All the above resolution have been proposed to pass the spatial resolution.
Now, we will begin with the question answer session for these for agenda items, only such shareholders who have seen their queries in advance.
Or have registered themselves for speaking at the meeting, as mentioned in the notice of shall be eligible to raise their queries and speak at the meeting to start speaking the chair holders requested.
To switch off their video mode if such shareholder is not able to join through video. For any reason, that member can join through the audio mode.
Only the shareholders are advised to use headphone for clear audio and switch of their background applications.
If any running, if there are any connectivity issue for any speaker shareholder, and we will request the next speaker shareholder to speak, we request to speak.
Shareholder to kindly limit speech. 23 minutes we have received only 3 request from the shareholder was speaking at the meeting. So.
Address from Mr. Mr. my data and Mr.
The shall we proceed for the question answer session.
Uh, the 1st, 2 speakers have left the meeting.
We have a.
Yeah, uh, let Mr, uh, proceed with his question.
Mr. model you can raise your question.
Are you there? All right.
I think he's unable to, uh, there is some network issue.
Hello? Hello? Okay.
Okay, can we, is it possible to, uh, read out the questions since the questions? I think we're sent in advance.
Yes.
Uh, did we have we received the questions in advance then? Maybe we can read it out. No, sir.
So then, uh, uh, what.
Then, should we proceed? What is the next step? Uh, okay. Uh, we'll ask them. That was the real question personally.
And, uh, as stated of.
We can now request the shareholders that they can vote till 50 minutes from. Now if they are not casted their vote.
So since no queries were raised, I would just like to explain, uh, the rationale behind the 3 resolutions.
See, essentially, the company, uh, was suffering because of legacy issues, due to past losses in the company.
Uh, there was a lot of debt on the balance sheet, which was of impacting the financial performance of the company. So, essentially, what we are trying to do is we have.
Our debt into, uh, uh, what you call, uh, the benches, which are, uh, you know, optionally, converted convertible the benches, which carry no interest.
So, this will impact the balance sheet very favorably. Uh, 150 close of the balance sheet, uh, or debt in the balance sheet. Have now been converted into, which will result in a substantial interest saving and improve.
saving and improve
The financial performance of the company, this will help us, uh, you know, expand our operations, quote, aggressively in vendors, which we were really not able to do.
Because a balance sheet was not strong, uh, as per the request of our lenders. We also had to, uh, you know.
A lot some equity to them, so now the company is in as much stronger position, and hence, we had to, uh, you know, take, uh, this call for these resolutions, and for this board meeting.
So, now I would, uh, request, uh, the members to begin the voting process.
And umbrella you please take over, uh, thank you. All of you.
Uh, all the shareholders for the requested to vote till 15 minutes from now, if you have not voted at earlier.
Thank you for participating and making the meeting successful.
It's, uh, the shareholders who have not voted can vote for, uh, another 15 minutes from now and, uh, uh, now umbrella. Uh, can we call this meeting to enclose.
Yes, sir. So thank you. Everybody we now, uh, call this meeting to a close and, uh, we once again apologize for the delay in the start of this meeting.
Thank you thank you. Thank you. Thank you very much. Thank you.
Excellent.