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Ratnaveer Precision Engineering Limited — Proxy Solicitation & Information Statement 2024
Aug 30, 2024
59280_rns_2024-08-30_746ee97f-8163-403d-8a91-f5c3850319c9.pdf
Proxy Solicitation & Information Statement
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30% August, 2024
| RATNAV== |
|---|
| To |
| BSE Limited |
| Phiroze Jeejeebhoy Towers,21* Floor, |
| Dalal Street, Mumbai - 400001 |
| BSE Scrip Code: 543978 |
| Kind Attn.: Corporate Relationship Department. |
Dear Sir/Madam,
Sub: Notice of 22°¢ Annual General Meeting (AGM) of the members of Ratnaveer Precision Engineering Limited
Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith Notice of 22"¢ Annual General Meeting of the Members of the Company scheduled to be held on Monday, the 23"? September, 2024 at 04:00 p.m. through Video Conferencing ("VC") / Other Audio-Visual Means ("OAVM"). The Notice and the Annual Report are also uploaded at the website of the company www.ratnaveer.com
Kindly take the same on you records.
Thanking You Yours faithfully,
For Ratnaveer Precision Engineering Limited (Erstwhile Ratnaveer Metals Limited)
SHANKARL AL SHARDA Digitally signed by SWATI SHANKARLAL SHARDA Date: 2024.08.30 15:31:48 +05'30'
Swati Sharda Company Secretary


RATNAVEER PRECISION ENGINEERING LIMITED (Formerly Known as RATNAVEER METALS LIMITED) Plant : E-77, G.I.D.C. Savi (Manjusar), Dist. Vadodara - 391776. (Gujaral) India. Office : 703 & 704, "Gcean', Vikram Sarabhai Campus, Vadi Wadi, Vadodara-390023. Ps +91 2667 264594 / 264595 0:0 +91 - 84878 78075 Gans Sti rea Web : www.ratnaveer.com CAN "1 2740BG£2002PLC040488 EMAIL : [email protected]

NOTICE
NOTICE is hereby given that the 22™ Annual General Meeting of Ratnaveer Precision Engineering Limited (Formerly Ratnaveer Metals Limited) ("the Company") will be held on Monday, the 23 day of September, 2024 at 04:00 p.m. (IST) through Video Conferencing / Other Audio Visual Means ('VC/OAVM') to transact the following business:
ORDINARY BUSINESS
Item No.1
To receive, consider and adopt the Audited standalone financial statement of the company for the financial year ended March 31*, 2024 together with and the report of the Board of Directors and Auditors thereon.
Item No.2
To appoint a director in place of Shri Vijay Ramanlal Sanghavi (Din: 00495922), who retires by rotation and being eligible, offers himself for reappointment.
SPECIAL BUSINESS:
Item No.3
To ratify the remuneration of cost auditor for the financial year ending 31% March 2025.
To consider and, if thought fit, to pass the following Resolution as an Ordinary Resolution:
"RESOLVED THAT pursuant to provision of Section 148 of the Companies Act, 2013 and the Companies (Audit
- The Ministry of Corporate Affairs ("MCA") has vide its General Circular No. 20/2020 dated May 5, 2020 read with General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020, General Circular No. 02/2021 dated January 13, 2021, General Circular No. 21/2021 dated December 14, 2021, General Circular No. 2/2022 dated May 5, 2022, General Circular No. 10/2022 dated December 28, 2022 and 09/2023 dated September 25, 2023 (collectively referred to as "MCA Circulars") and Securities and Exchange Board of India ('SEBI') vide its Circular Nos. SEBI/ HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020, SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021,SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 and SEBI/HO/CFD/PoD-2/P/ CIR/2023/4 dated January 5, 2023 (collectively referred to as "SEBI Circulars"), have permitted the holding of AGM through Video Conferencing ("VC") or Other AudioVisual Means ("OAVM"), without the physical
& Auditors) Rules, 2014, as applicable (Including any Statutory modification(s) or re-enactment thereof for the time being in force), the Company hereby ratify the remuneration of = 85000/- (Rupees Eighty Five Thousand only) plus out of pocket expenses if any, plus applicable tax on Services (by Whatever name called) payable to M/s. Ashish Bhavsar & Associates, FIRM REG. NO. 000387, who have been appointed by the Board of Directors on the recommendation of the Audit Committee, as the Cost Auditor of the Company, to conduct the audit of the cost records maintained by the Company for the F.Y. 2024-25; ."
RESOLVED FURTHER THAT the Board of Directors and/ or any person authorised by the Board, be and is hereby severally authorised to settle any question, difficulty or doubt, that may arise in giving effect to this resolution and to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution."
By the Order of Board of Directors of Ratnaveer Precision Engineering Limited
VIJAY RAMANLAL SANGHAVI
Chairman& Managing Director DIN: 00495922 Place: Vadodara Date: 20.08.2024
presence of the Members at a common venue vide the above MCA circulars and provided relaxation to companies from dispatching physical copy of annual report vide above SEBI circulars. In compliance with the provisions of the Companies Act, 2013 ("Act"), amended provisions of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations'), MCA Circulars and Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India ('SS-2'), the AGM of the Company will be held through VC / OAVM.
- Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this AGM. However, the Body Corporates are entitled to appoint authorised representatives to attend the AGM through VC/ OAVM and participate there at and cast their votes through e-voting.
RATNAVE==R Precision. Innovation.
The Company has fixed Friday, September 13, 2024 as Cut-off date for determining entitlement for remote e-voting as well as e-voting of shareholders holding shares in physical or dematerialized form.
Diversification.
- The Members can join the AGM in the CAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.
- The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
- The details of Director seeking Appointment / Reappointment pursuant to provisions of Regulation 36(3) of the Listing Regulations and Secretarial Standard - 2 are annexed herewith as Annexure - A.
- All the work related to share registry in terms of both physical and electronic, are being conducted by Company's Registrar & Share Transfer Agents, Link Intime India Pvt. Limited, C-101,247 Park, 1*tFloorL.B.S. Marg, Vikhroli West,Mumbai,Maharashtra,400083, Tel: 8108114949, Email Id: ratnaveerprecision.ioo@ linkintime.co.in, The Members are requested to send their communication to the aforesaid address.
- All documents referred to in the Notice are open for inspection at the Registered Office of the Company between 11:00 a.m. to 1:00 p.m. on any working day except Saturdays and Sundays and holidays upto the date of Annual General Meeting.
- In line with the MCA Circulars, the Notice calling the AGM and Annual Report have been uploaded on the website of the Company at www.ratnaveer.com. The Notice can also be accessed from the websites of the Stock Exchange i.e. BSE Limited and NSE Limited at www.bseindia.com and www.nseindia.com and on the website of Link Intime India Pvt. Ltd (authorized agency for providing the e-voting facility) i.e. www. linkintime.co.in
-
- ELECTRONIC DISPATCH OF NOTICE AND ANNUAL REPORT: As per the MCA General Circular No. 20/2020 dated 5' May, 2020 and SEBI Circular No. SEBI/HO/CFD/ CMD1/CIR/P/2020/79 dated 6 12'* May, 2020, Notice of AGM along with Annual Report for the Financial Year ended 31% March, 2024 is being sent only in electronic
mode (through email) to those Members whose e-mail addresses are registered with the Company/ Link Intime India Private Limited or the Depository Participant(s).
-
- Members are requested to register / update their details of Email ID, Bank Details by accessing https:// www.linkintime.co.in/EmailReg/Email Register.html which is the portal of the RTA of the Company, M/s. Link Intime India Private Limited.
-
- This information has also been placed on the Company's, as well as, BSE's and NSE's websites and notified in Newspapers. The shareholders should take proper care in this regard in their interest as advised in the Notices by the Company. Such action will continue to be enforced year after year.
-
- Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs dated April 08, 2020, April 13, 2020 and May 05, 2020 the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with Link Intime India Pvt. Ltd (LIIPL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as venue voting on the date of the AGM will be provided by LIIPL.
-
- AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular No. 14/2020 dated April 08, 2020 and MCA Circular No. 17/2020 dated April 13, 2020, MCA Circular No. 20/2020 dated May 05, 2020 and MCA Circular No. 2/2021 dated January 13, 2021, MCA Circular No. 21/2021 dated December 14, 2021, MCA Circular No. 02/2022 dated May 05, 2022, MCA Circular No. 10/2022 dated December 28, 2022 and MCA Circular No. 09/2023 dated September 25, 2023.
-
- Institutional Members/Corporate Members (i.¢., other than individuals, HUFs, NRIs, etc.,) are required to send a scanned copy (PDF/IPG format) of their respective Board or governing body Resolution, Authorization, etc., authorizing their representative to attend the AGM through VC/OAVM on their behalf and to vote through remote e-Voting. The said Resolution / Authorization shall be sent to the Scrutinizer by e-mail to csneerajtrivedi@gmailcom with a copy marked to [email protected]. Institutional Members/Corporate Members can also upload their Board Resolution/ Power of Attorney/Authority Letter, by clicking on "Upload Board Resolution/Authority letter', etc. displayed under 'e-Voting' tab in their Login.
-
In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company as on the cut-off date will be entitled to vote at the AGM.
-
- SEBI vide its notification dated January 24, 2022 has amended Regulation 40 of the SEBI Listing Regulations and has mandated that all requests for transfer of securities including transmission and transposition requests shall be processed only in dematerialised form. In view of the same and to eliminate all risks associated with physical shares and avail various benefits of dematerialization, Members are advised to dematerialize the shares held by them in physical form. Members can contact the Company or the Company's RTA, for assistance in this regard.
-
- Sebi has mandated submission of pan by every participant in the securities market. Members holding shares in electronic form are, therefore, requested to submit their pan details to their depository participants. Members holding shares in physical form are requested to submit their pan details to the company's rta.
-
- Members holding shares in physical form, in identical order of names, in more than one folio are requested to send to the Company's RTA, the details of such folios together with the share certificates alongwith the requisite KYC documents for consolidating their holdings in one folio. Requests for consolidation of share certificates shall be processed in dematerialized form.
-
- As per the provisions of Section 72 of the Act and SEBI Circular, the facility for making nomination is available for the Members in respect of the shares held by them. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. If a Member desires to opt out or cancel the earlier nomination and record a fresh nomination, he/she may submit the same in ISR-3 or SH-14 as the case may be. The said forms can be downloaded from our website at Wwww.ratnaveer.com and website of the Registrar and Transfer Agent ('RTA') at wwwlinkintime.co.in. Members are requested to submit the said details to their DPs in case the shares are held by them in dematerialized form and to the Company's RTA in case the shares are held by them in physical form, quoting their folio number.
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- To support the 'Green Initiative', Members who have not yet registered their email addresses are requested to register the same with their DPs in case the shares are held by them in electronic form and with the Company's RTA in case the shares are held by them in physical form.
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- Those Members who have already registered their email IDs are requested to keep the same validated with their DP/RTA to enable serving of — notices/documents/Annual Reports and other communications electronically to their email ID in future.
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- In compliance with the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended), Regulation 44 of the SEBI Listing Regulations (as amended), MCA Circulars and the SEBI Circulars, the Company is providing its Members the facility to exercise their right to vote on resolutions proposed to be considered at the AGM by electronic means (by using the electronic voting system provided by Link intime) either by (i) remote e-Voting prior to the AGM or (ii) remote e-Voting during the AGM. Instructions for Members for attending the AGM through VC/OAVM are explained below.
-
- A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on Friday, 13" day of September, 2024 ('cut-off date') shall be entitled to vote in respect of the shares held, by availing the facility of remote e-Voting prior to the AGM or remote e- voting during the AGM.
-
- Members of the Company holding shares either in physical form or electronic form, as on the cut-off date of Friday, 13'° day of September, 2024, may cast their vote by remote e-Voting. The remote e-Voting period commences on Friday, 20" day of September, 2024 at 9:00 a.m. (IST) and ends on Sunday, 22"¢ day of September, 2024 at 5:00 p.m. (IST). The remote e-Voting module shall be disabled by Link intime for voting thereafter. Once the vote on a resolution is cast by the Member, the Member shall not be allowed to change it subsequently.
-
- The Members can opt for only one mode of remote e-Voting i.e. either prior to the AGM or during the AGM. The Members present at the Meeting through VC/OAVM who have not already cast their vote by remote e-Voting prior to the Meeting shall be able to exercise their right to cast their vote by remote e-Voting during the Meeting. The Members who have cast their vote by remote e-Voting prior to the AGM are eligible to attend the Meeting but shall not be entitled to cast their vote again.
-
- The Board of Directors has appointed M/s TNT & Associates, Practicing Company Secretaries, as the Scrutinizer to scrutinize the remote e-Voting process, in a fair and transparent manner.
RATNAVE=R-
Precision. Innovation. Diversification.
Remote e-Voting Instructions for shareholders:
As per the SEBI circular dated December 9, 2020, individual shareholders holding securities in demat mode can register directly with the depository or will have the option of accessing various ESP portals directly from their demat accounts.
Login method for Individual shareholders holding securities in demat mode is given below:
Individual Shareholders holding securities in demat mode with NSDL:
METHOD 1 - If registered with NSDL IDeAS facility
Users who have registered for NSDL IDeAS facility:
- a) Visit URL: https://eservices.nsdlcom and click on "Beneficial Owner" icon under "Login".
- b) Enter user id and password. Post successful authentication, click on "Access to e-voting".
- c) Click on "LINKINTIME" or "evoting link displayed alongside Company's Name" and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.
OR
User not registered for IDeAS facility:
- a) To register, visit URL: https://eservices.nsdl.com and select "Register Online for IDeAS Portal" or click on https://eservices.nsdl.com/SecureWeb/ IdeasDirectReg.jsp "
- b) Proceed with updating the required fields.
- c) Post registration, user will be provided with Login ID and password.
- d) After successful login, click on "Access to e-voting".
- e) Click on "LINKINTIME" or "evoting link displayed alongside Company's Name" and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.
METHOD 2 - By directly visiting the e-voting website of NSDL:
- a) Visit URL: https://www.evoting.nsdl.com/
- b) Click on the "Login" tab available under 'Shareholder/ Member' section.
- c) Enter User ID (i.e, your sixteen-digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen.
- d) Post successful authentication, you will be redirected to NSDL depository website wherein you can see "Access to e-voting".
- e) Click on "LINKINTIME" or "evoting link displayed alongside Company's Name" and you will be
redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.
Individual Shareholders holding securities in demat mode with CDSL:
METHOD 1 - From Easi/Easiest
Users who have registered/ opted for Easi/Easiest
- a) Visit URL: https:/Aweb.cdslindia.com/myeasitoken/ Home/Login or www.cdslindia.com.
- b) Click on New System Myeasi
- c) Login with user id and password
- d) After successful login, user will be able to see e-voting menu. The menu will have links of e-voting service providers i.e, LINKINTIME, for voting during the remote e-voting period.
- e) Click on "LINKINTIME" or "evoting link displayed alongside Company's Name" and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.
OR
Users not registered for Easi/Easiest
- a) To register, visit URL: https:/Aweb.cdslindia.com/ myeasitoken/Registration/EasiRegistration / https:// web.cdslindia.com/myeasitoken/Registration/ EasiestRegistration
- b) Proceed with updating the required fields.
- c) Post registration, user will ID and password. be provided Login
- d) After successful login, user able to see e-voting Menu.
- e) Click on "LINKINTIME" or "evoting link displayed alongside Company's Name" and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.
METHOD 2 - By directly visiting the e-voting website of CDSL.
- a) Visit URL: https:/Awww.cdslindia.com/
- b) Go to e-voting tab.
- c) Enter Demat Account Number (BO ID) and PAN No. and click on "Submit".
- d) System will authenticate the user by sending OTP on registered Mobile and Email as recorded in Demat Account
- e) After successful authentication, click on "LINKINTIME" or "evoting link displayed alongside Company's Name" and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.
Individual Shareholders holding securities in demat mode with Depository Participant:
Individual shareholders can also login using the login credentials of your demat account through your depository participant registered with NSDL/CDSL for e-voting facility.
a) Login to DP website
- b) After Successful login, members shall through "e-voting" tab under Stocks option. navigate
- c) Click on e-voting option, members will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-voting menu.
- d) After successful authentication, click on "LINKINTIME" or "evoting link displayed alongside Company's Name" and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.
Login method for Individual shareholders holding securities in physical form/Non-Individual Shareholders holding securities in demat mode is given below:
Individual Shareholders of the company, holding shares in physical form / Non-Individual Shareholders holding securities in demat mode as on the cut-off date for e-voting may register for e-Voting facility of Link Intime as under:
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- Visit URL: https://instavote.linkintime.co.in
-
- Click on "Sign Up" under 'SHAREHOLDER' tab and register with your following details: -
- A. User ID:
Shareholders holding shares in physical form shall provide Event No + Folio Number registered with the Company. Shareholders holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8 Digit Client ID; Shareholders holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID.
- B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.
- C. DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP / Company - in DD/MM/YYYY format)
- D. Bank Account Number: Enter your Bank Account Number (last four digits), as recorded with your DP/Company.
*Shareholders holding shares in physical form but have not recorded 'C' and 'D' shall provide their Folio number in 'D' above
*Shareholders holding shares in NSDL form, shall provide 'D' above
e Set the password of your choice (The password should contain minimum 8 characters, at least one special Character (@!#\$8*), at least one numeral, at least one alphabet and at least one capital letter).
Notice
- ° Click "confirm" (Your now generated). password _ is
-
- Click on 'Login' under 'SHAREHOLDER' tab.
-
- Enter your User ID, Password and Image Verification (CAPTCHA) Code and click on 'Submit'.
Cast your vote electronically:
-
- After successful login, you will be able to see the notification for e-voting. Select 'View' icon.
-
- E-voting page will appear.
-
- Refer the Resolution description and cast your vote by selecting your desired option 'Favour / Against' (If you wish to view the entire Resolution details, click on the 'View Resolution' file link).
-
- After selecting the desired option ie. Favour / Against, click on 'Submit'. A confirmation box will be displayed. If you wish to confirm your vote, click on 'Yes', else to change your vote, click on 'No' and accordingly modify your vote.
Guidelines for Institutional shareholders ("Corporate Body/ Custodian/Mutual Fund"):
STEP 1 - Registration
- a) Visit URL: https://instavote.linkintime.co.in
- b) Click on Sign up under Custodian/Mutual Fund' "Corporate Body/
- c) Fill up your entity details and submit the form.
- d) Adeclaration form and organization ID is generated and sent to the Primary contact person email ID (which is filled at the time of sign up). The said form is to be signed by the Authorised Signatory, Director, Company Secretary of the entity & stamped and sent to insta. [email protected].
- e) Thereafter, Login credentials (User ID; Organisation ID; Password) will be sent to Primary contact person's email ID.
- f) While first login, entity will be directed to change the password and login process is completed.
STEP 2 -Investor Mapping
- a) Visit URL: https://instavote.linkintime.co.in and login with credentials as received in Step 1 above.
- b) Click on "Investor under the Menu Section Mapping" tab
- c) Map the Investor with the following details:
RATNAVE=R-
Precision. Innovation. Diversification.
- a. 'Investor ID'
- i. Members holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8 Digit Client ID ie, INO0000012345678
- ii Members holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID.
- b. 'Investor's Name Enter full name of the entity.
- c. 'Investor PAN' Enter your 10-digit PAN issued by Income Tax Department.
- d. 'Power of Attorney' Attach Board resolution or Power of Attorney. File Name for the Board resolution/Power of Attorney shall be - DP ID and Client ID. Further, Custodians and Mutual Funds shall also upload specimen signature card.
- d) Click on Submit button and_ investor will be mapped now.
- e) The same can be viewed under the "Report Section'.
STEP 3 - Voting through remote e-voting.
The corporate shareholder can vote by two methods, once remote e-voting is activated:
METHOD 1 - VOTES ENTRY
- a) Visit URL: https://instavote.linkintime.co.in and login with credentials as received in Step 1 above.
- b) Click on 'Votes Entry' tab under the Menu section.
- c) Enter Event No. for which you want to cast vote. Event No. will be available on the home page of Instavote before the start of remote evoting.
- d) Enter '16-digit Demat Account No.' for which you want to cast vote.
- e) Refer the Resolution description and cast your vote by selecting your desired option 'Favour / Against' (If you wish to view the entire Resolution details, click on the 'View Resolution' file link).
- f) | After selecting the desired option i.e., Favour / Against, click on 'Submit'
- g) Aconfirmation box will be displayed. If you wish to confirm your vote, click on 'Yes', else to change your vote, click on 'No' and accordingly modify your vote. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).
OR
VOTES UPLOAD:
a) Visit URL: https://instavote.linkintime.co.in and login with credentials as received in Step 1 above.
- b) You will be able to see the notification for e-voting in inbox.
- c) Select 'View' icon for 'Company's Name / Event number'. E-voting page will appear.
- d) Download sample vote file from 'Download Sample Vote File' option.
- e) Cast your vote by selecting your desired option 'Favour / Against' in excel and upload the same under 'Upload Vote File' option.
- f) Click on 'Submit'. 'Data uploaded successfully' message will be displayed. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).
Helpdesk:
Helpdesk for Individual shareholders holding securities in physical form/ Non-Individual Shareholders holding securities in demat mode:
Shareholders facing any technical issue in login may contact Link Intime INSTAVOTE helpdesk by sending a request at [email protected] or contact on: - Tel: 022 - 4918 6000.
Helpdesk for Individual Shareholders holding securities in demat mode:
| securities in demat mode: | |
|---|---|
| Shareholders facing 022 - 4918 6000. |
may technical any issue login in contact Link Intime INSTAVOTE helpdesk by sending a request at [email protected] or contact on: - Tel: |
| in demat mode: | Helpdesk for Individual Shareholders holding securities |
| Shareholders Individual mode may contact technical issues i.e, NSDL and CDSL. |
demat holding securities in helpdesk respective the any for through Depository related login to |
| Login type | Helpdesk details |
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@ nsdl.co.in or call at : 022 - 4886 7000 and 022 - 2499 7000 |
| Individual | Members facing any technical issue |
| Shareholders | in login can contact CDSL helpdesk |
| holding securities | by sending a request at helpdesk. |
| in demat mode | [email protected] or contact |
| with CDSL | at toll free no. 1800 22 55 33 |
Forgot Password:
Individual shareholders holding securities in physical form has forgotten the password:
If an Individual shareholders holding securities in physical form has forgotten the USER ID [Login ID] or Password or both then the shareholder can use the "Forgot Password" option available on the e-Voting website of Link Intime: https://instavote.linkintime.co.in
e §©Click on 'Login' under 'SHARE HOLDER' tab and further Click 'forgot password?'
Notice
° Enter User ID, select Mode and Enter Image Verification code (CAPTCHA). Click on "SUBMIT".
In case shareholders is having valid email address, Password will be sent to his /her registered e-mail address. Shareholders can set the password of his/her choice by providing the information about the particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. as mentioned above. The password should contain a minimum of 8 characters, at least one special character (Q@/#S&*) at least one numeral, at least one alphabet and at least one capital letter.
User ID for Shareholders holding shares in Physical Form (i.e. Share Certificate): Your User ID is Event No + Folio Number registered with the Company
User ID for Shareholders holding shares in NSDL demat account is 8 Character DP ID followed by 8 Digit Client ID
User ID for Shareholders holding shares in CDSL demat account is 16 Digit Beneficiary ID.
Institutional shareholders ("Corporate Body/ Custodian/Mutual Fund") has forgotten the password:
If a Non-Individual Shareholders holding securities in demat mode has forgotten the USER ID [Login ID] or Password or both then the shareholder can use the "Forgot Password" option available on the e-Voting website of Link Intime: https://instavote.linkintime.co.in
- e = Click on 'Login' under 'Corporate Body/ Custodian/ Mutual Fund' tab and further Click 'forgot password?'
- ° Enter User ID, Organization ID and Enter Image Verification code (CAPTCHA). Click on "SUBMIT".
In case shareholders is having valid email address, Password will be sent to his /her registered e-mail address. Shareholders can set the password of his/her choice by providing the information about the particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. as mentioned above. The password should contain a minimum of 8 characters, at least one special character (Q@/#S&*) at least one numeral, at least one alphabet and at least one capital letter.
Individual Shareholders holding securities in demat mode with NSDL/ CDSL has forgotten the password:
Shareholders who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned depository/ depository participants website.
- ° It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
- ° For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.
° During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular "Event".
Process and manner for attending the General Meeting through InstaMeet:
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- Open the internet browser and launch the URL: https://instameet.linkintime.co.in & Click on "Login".
- e Select the "Company" and 'Event Date' and register with your following details: -
- A. Demat Account No. or Folio No: Enter your 16 digit Demat Account No. or Folio No
- e Shareholders/ members holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID
- e Shareholders/ members holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8 Digit Client ID
- e Shareholders/members holding shares in physical form shall provide Folio Number registered with the Company
- B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Members who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.
- C. Mobile No.: Enter your mobile number.
- D. Email ID: Enter your email id, as recorded with your DP/Company.
- e Click "Go to Meeting" (You are now registered for InstaMeet and your attendance is marked for the meeting).
Instructions for Shareholders/ Members to Speak during the General Meeting through InstaMeet:
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- Shareholders who would like to speak during the meeting must registertheirrequest with the company.
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- Shareholders will get confirmation on first cum first basis depending upon the provision made by the client.
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- Shareholders will receive "speaking serial number" once they mark attendance for the meeting.
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- Other shareholder may ask questions to the panellist, via active chat-board during the meeting.
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- Please remember speaking serial number and start your conversation with panellist by switching on video mode and audio of your device.
Precision. Innovation. Diversification.
Shareholders are requested to speak only when moderator of the meeting/ management will announce the name and serial number for speaking.
RATNAVE==R
Instructions for Shareholders/ Members to Vote during the General Meeting through InstaMeet:
Once the electronic voting is activated by the scrutinizer during the meeting, shareholders/ members who have not exercised their vote through the remote e-voting can cast the vote as under:
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- On the Shareholders VC page, click on the link for e-Voting "Cast your vote"
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- Enter your 16 digit Demat Account No. / Folio No. and OTP (received on the registered mobile number/ registered email Id) received during registration for InstaMEET and click on 'Submit'.
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- After successful login, you will see "Resolution Description" and against the same the option "Favour/ Against" for voting.
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- Cast your vote by selecting appropriate option i.e. "Favour/Against" as desired. Enter the number of shares (which represents no. of votes) as on the cutoff date under 'Favour/Against'.
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- After selecting the appropriate option i.e. Favour/Against as desired and you have decided to vote, click on "Save". A confirmation box will be displayed. If you wish to confirm your vote, click on "Confirm", else to change your vote, click on "Back" and accordingly modify your vote.
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- Once you confirm your vote on the resolution, you will not be allowed to modify or change your vote subsequently.
Note: Shareholders/ Members, who will be present in the General Meeting through InstaMeet facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting facility during the meeting. Shareholders/ Members who have voted through Remote e-Voting prior to the General Meeting will be eligible to attend/ participate in the General Meeting through InstaMeet. However, they will not be eligible to vote again during the meeting.
Shareholders/ Members are encouraged to join the Meeting through Tablets/ Laptops connected through broadband for better experience.
Shareholders/ Members are required to use Internet with a good speed (preferably 2 MBPS download stream) to avoid any disturbance during the meeting.
Please note that Shareholders/ Members connecting from Mobile Devices or Tablets or through Laptops connecting via Mobile Hotspot may experience Audio/Visual loss due to fluctuation in their network. It is therefore recommended to use stable Wi-Fl or LAN connection to mitigate any kind of aforesaid glitches.
In case shareholders/ members have any queries regarding login/ e-voting, they may send an email to instameet@ linkintime.co.in or contact on: - Tel: O22-49186175.
Statement as required under Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 102 of the Companies Act, 2013, as may be applicable.
Item No. 03
The Board, on recommendation of Audit Committee, has approved the appointment and payment of remuneration of the Cost Auditor M/s. Ashish Bhavsar & Associates, Cost Accountant (Firm Registration No. 000387), to conduct the audit of the cost Records of the Company for the Financial year ending 31 March, 2024 at a remuneration of % 85000/- (Rupees Eighty Five Thousand Only) plus reimbursement of out of pocket expenses and applicable tax if any. In terms of provisions of Section 148 (3) of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, members' ratification is required for remuneration payable to the Cost Auditor. Therefore, consent of the members of the Company is sought for passing of an Ordinary Resolution as set out in Item No. 3 for ratification of the remuneration payable to the Cost Auditors for the financial year ending 31%* March, 2025.
The Board recommends the Resolution as set out in item no. 3 of the Notice for approval of the Members
None of the Directors or Key Managerial Personnel or their relatives are in anyway concerned or interested in the above resolution.
ANNEXURE A TO THE NOTICE
Details of Directors seeking Appointment/Reappointment at the 22"? Annual General Meeting pursuant to Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-ll issued by the Institute of Company Secretaries of India ("ICSI") are as under:
| 09 | |
|---|---|
| Notice | |
| ANNEXURE | |
| Details of Directors seeking Appointment/Reappointment at the 22"? Annual Standard-ll issued by the Institute of Company Secretaries of India ("ICSI") are as under: |
Meeting pursuant to General Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial |
| Name of Director | Mr. Vijay Sanghavi (Managing Director-Chairman) |
| DIN No. | 00495922 |
| Date of Birth | 28.09.1977 |
| Age Date of Appointment |
47 20.02.2002 |
| Experience | Over 25 years |
| Qualification Chairman / Directorship in other Company |
Commerce Graduate NA |
| Chairman/Member of Committees of the Board | Member of Stakeholder Relationship Committee |
| of Companies of which he or he is a Director. | |
| Chairman of Committees of other Companies Member of Committees of other Companies |
NIL NIL |
| No. of Equity shares held | 2,59,68,000 |
| Brief profile and nature of their expertise in specific functional areas. |
Managing Ramanlal Sanghavi Director and Chief the Vijay is Financial Officer of our Company. He has been associated with our |
| Company since its incorporation. bachelor degree in He holds a |
|
| Commerce from the MS University, Baroda. He has over two decades | |
| of experience in ferrous and non-ferrous metal Industries. He has been associated with the Company since its incorporation and has |
|
| been actively involved in the operations of the Company. He is in | |
| charge of the finance and marketing functions in the Company and | |
| & Development and Research also overviews production, related management of the Company. |
|
| Number of meetings of the Board attended | 15 |
| during the year 2023-24 | |
| Relationship with Other Directors Terms and conditions of appointment details |
NA As agreed between Mr. Vijay R Sanghavi & the Board of Directors of |
| of remuneration sought to be paid and the | the Company |
| remuneration last drawn by such person, if applicable, date of first appointment on the |
By the Order of Board of Directors of Ratnaveer Precision Engineering Limited
VIJAY RAMANLAL SANGHAVI Chairman& Managing Director DIN: 00495922
Place: Vadodara Date: 20.08.2024