ltd. - bcma.in · to consider and approve renewal of memorandum of understanding (mou) between...

BOMBAY p,: ' .

J 3. S- :. AGENCY LTD.

REDD. OFFICE : 534, SARDAR VALtABHBHAl P A E L ROAD, MUMBAl - 400 007. PHONE : 40287fQ4 * FAX : 23634527

REF. NO. : CIN : L74999PnH?919PLCOMl557, E-mail : [email protected], Website : mmv.bcma.in

DATE :

BCMA:SEC:2015 August 08,2015

BSE Ltd., Corporate Relations Department 1st floor, New Trading Ring, Rotunda Bldg. P. 1. Tower, Mumbai - 400 001. Fax: 22723122/2039/2037

Sub.: Submission of Outcome of voting results of 96* AGM held on August 06,2015. Ref.: Clause 3SA of the Listing AgreemenZ and Consolidated Scrutinizers Report (Remote E-

voting Result and E-voting at the AGM Venue).

Please find enclosed herewith Outcome of voting results of 96th Annual General Meeting held on

August 06,2015 as per Clause 3% of the Listing Agreement along wlth Consolidated Scrutlnlzers

Report (Remote E-voting Result and E-voting at the AGM Venue).

Please take the same on your record.

Thanking you,

Yours faithfully,

for Bombay Cycle & Motor Agency Ltd.

Vinita A. Kapoor Company Secretary & Compliance Officer

Encl.: As above C

SERVICE CEKTRE : OWEHTN BURJMlG, 7, J. TAtA RORD, CHURCHGATE, lURISAlm JO0 OM. T E W O N E : 6626 3000 FAX : 6626 3020

. . - . . . - - - - - - - - - t

BOMBAY V ' * .L'

CYCLE @ M O R . AGENCY LTD.

REGD. OFFICE : 534, SARDAR VALLABHBW PATEL ROAD, MUMBAli - 400 007. PHONE : 40287104 FAX : 23634527

CIN : L?4999MH1919PLC[H)O557, E-maif : [email protected], Website : www.hma.in REF. NO. : DATE :

August 08,2015

Outcome of Votlner at Annual General Meetlnn (As per Clause 35A of Listhn AnreemeM

Agenda (Resolution Wise)

The mode of voting for a'H the resolutions was: 1) remote c-voting conducted between August 02,2015 to August 05,2015; and 2) e-voting conducted at the AGM Venue. Given below are the Resolvtion wise combined results of Remote e-voting and e-voting conducted at the A G M vetbe. s

Date of Annual General Meeting Total Number of Shareholders as on cut off date Number of Shareholders present in the Meeting either in Person or through Proxy

Number of Shareholders attended the Meeting through Video Clonferenci ng

Resolution No. 1:

To recelve, consider and adopt the Audited Financial Statements of the Company for the Financial Year ended March 31,2015 and the Reports of Board of Directors and Auditors thereon.

August 06,2015 691

Resolution required: Ordinary

Promoters & Promoter Group

SERWCE CEHTaE : OWEHI#L BUILDING, 7, J. TATA ROAD, CHURCHGATE, YUMW - 4UO OM. TELEPHONE : 6626 3000- FAX : 6626 3020 I

In Person

3

Public

Realution Na 1

Through Proxy ---- 0

In Person

16 Promoters & Promoter Group Not Applicable

f hrough Proxy 0

Public

Not Applicable

Promoter/ Public

Total No. of Shares

Held

111

No. of votes polled

121

No, of Votes - in favour

141

% of Votes in favour on votes polled

P I = [(4)/32)18100

%of Votes Pol ld on

outstanding shares

-------- PI=

[12)/El)l*100

No. of Votes - against

Is1

% of Votes against on

votes polled

PI= [(51/(211*100

REGD. OFFICE : 534, SAKDAR WALLABHBHAI PATEL ROAD, MUMBAI - 400 007. PHONE : 40287104 FAX r 23634527

REF. NO. : CtN : L74999MHl919PLCMIO557, E-mail : [email protected], Website : www.bcrna.in

DATE :

Resolution No. 2:

To declare dividend on Equity Shares for the Financial Year ended March 31,2015.


Promoter and Promoter Group --

Public - Institutional holders

100.00

0.100

100.00

141289 ----

0 ppp--P

549

141838 100.0

SERVICE CEMTRE : ORIENTAL WILDING, 7, J. TAM ROAD, CHURCHGATE, MUMW - 400 020. TELEPHONE : 8626 3000 FAX : 6626 3020

%

0

0

0

0

144929 141289 97.49

0.00

Resolution Ne 2 d

5736

Pu blic-Others

Grand Totals

0

549

141838

49335

200000

I 1 Public- I

Institutional holders 5736 0 0.00 0 0 0.00 0.00

Publicdthess 49335 549 1.11 A 100.00 0 1 - -- -------

Grand Totals 200000 141838 70.92 141838 0 100,QQ 0.00

% o f V W Enfwowron Wes polled

El= t(4)/(211*100

100.00

Promoter/ Public

0.00

1.11

70*92

%ofvotes againston

votes polled

[TI= [ (5) / (2)1*1~

0.00

N0.d votes polled

TotalHo. ofshares

Held

t l l

Promoter and Ptomoter Group

%ofvotes Polledon

outstanding shares

144929 ) 141289

No.of Votes-

In favour

[51

97.49 1 141289 1 0

[26

No.& Votes- against

PI= [(21/141*roo

141

REGD. OmGE : 534, SARDAR VAZUBHBHAI PATEL ROAD. MUMBAl - 400 007. PHONE : 402871Mm FAX : 23634527

REF. NO. : CIN : P74999MHl319PLC000557, E-mail : [email protected]. Website : www.bcrna.in

D4TE :

Resulutlon No. 3:

To appoint a Director in place of Mr, Chakor L Doshi (DIN: 002109493, who retires by rotation and being eligible, offers himself for reappointment.


IResolution No. 4:

To appoint Auditors and fix their remuneration.


Resolution No 3

SERVICE CEMRE : ORIEMTAL BUILDM, 7, J. TATA ROAD, CHURCHGATE, MUMBAl-10P 020. TELEPHONE : 6626 3000 FAX : 6626 3620

Promoter/ 'Public


Total No. &Shares

Held

111 121 PI= f41 E5l [GI= [71= €121/(~)1*~00 [(4)/@)l*100 1(5)IF2)1*100

Promoter and

8

holders 5736 0 0.00 0 0 0.00 0.00

- 549 -

% of Votes in kvaur on rates palled

Grand Totals


votes polled

No. of votes polled

20000 0

% of Votes Polled on

outstanding s h a m

No. of Votes - in favour

141838 70.92 141838 0.00 0 100,OO

hGENCY LTD.

REGD, OFFICE : 534, SARDAR VALLABHBHAI P A E L ROAD, MUMBAl - 400 007. PHONE : 40287f04- FAX : 23634527

REF. NO. : Cflrl: L74999MH1979PLC000557, E-mail : [email protected], Website : www.bcrna.in

DATE :

Mr. A. B. Jog, proprietor of M/s. A. B. Jog & b., Statutory Auditor of the Company passed away on July 29,2015.

Resolution No 4

Therefore, in this circumstance, with the consent of the mcmbea present In AGM, Chairman proposed

to adjourn this business. The adjourned Meeting will be held on Friday, August 21,2015 at 11.W a.m. at

534, SVP Road, Opera House, Mumbai - 400 QO7. Day, date, time and venue of the Meeting will be published In The Financial Express (In All Edltlon); and Mum bai Lakshdeep and wIll also be updated on website of the Company www.bcma.in.

Hence, the votes polfed on Resolution No. 4 were considered invalid,


votes polled

[7]= I (~1/ (2)1*1~

SPECIAL BUSINESS: Resolution No. 5:

Promoter/ Public

To consider and approve payment of remuneration to the Directors of the Company.


Promoter and Promoter Group

Publlc - Institutional holders

PublIc-Others

Grand Totals

S E W CEMTRE : ORlEHtAL BUILDING, 7, J. TATA ROAD, CHURCHGATE, MUklBAl - 400 020. TELEPHONE : 6628 30W FAX : 6626 3020

I

d

Total No, of Shares

Held

I11

No. of Votes - agalnst

% of Votes In favour on votes polled

No. of votes polled

121 [4l

% of Votes Rolled on

outstanding shares

PI= [PI/U31*10

0 --

151 [61= I/4)/(2El*lOo

P! BOMBAY $$$%$. :

;*CYCLE GY MOTOR . AGENCY LD.

REGD. OFFICE : 534, SAROAR VALCABHBHAl PATEL ROAD. MUMBAI - 400 007. PHONE : 40287104 * FAX : 23134521

REF. NO. : CIN : L749WMH19.f9PLCOOO557, E-mail : [email protected], Website : www.$crna.in DATE :

Resolution required: Ordinaw

Resolution No. 6:

Resolution No 5

To consider and approve renewal of Memorandum of Understanding (MOU) between Walchandnagar Industries Ltd. &the Company.

Resolution required: Special


votes polled

PI= 1(5)//2)1*1-30

0,OQ -

I SERVICE CENTRE : OWEHTBL BUILDING. 7, J. TAfA ROAD, CHURCHGATE, MUMBAl- 400 020. ELEFWONE : 6626 3000 FAX : 6626 3020


[41

141289

% of Votes Palled on

outstanding shares

Dl= [(2)1(1)1+100

97.49

Promoter/ Public .


Resolution No 6


PubtluOthers

Grand Totals


(51

0

Total No. of Shares

Held

113

14l929 pppp

0.00

1.11

p-p-ppp-

70.92

Promoter/ Public


[GI= [(4H(2)1*i00

100.QO

No. of votes polled

121 --

141289

5736

49335

200000


outstanding shares

PI= 1(2)/011*100

0

549

141838

0

------- 549

YT

141838

Total No. of Shares

Held

1x1


------- 141

No. of votes polled

121

0

0

0


151

0.00

100.00

I 100.00

0.00

0.00

0.00

% of Votes ' in favour an votes polled

[GI= t(4)/PIl*100

% of Vates against on

votes polled

PI= [(5)/42)l+f00 1

fi BOMBAY A.;:-ICYaE , +r:.,, 1 .<dn{,~- , , , , , \Y,,' : , 1 ' 6 .,:yI."

REGD. OFFICE : 534, SARDAR VALLABHBHAI PATEL ROAD, MUMBAl - 400 007. PHONE : 402871;04 FAX : 23634527

REF. NO. : CIN : L74999MH1919PLC000557, E-mail : [email protected], Website : www. bcma.in

DATE :

Resolution No. 7:

To authorize the Company to renew the consultancy contract with Mr. Chakor L. Doshi, Chairman Emeritus.

0.00

0.00

O*OO

0.00

Resolution required: Special

100.00

0.00

100.00

100.00

0

0

0

0

141289

0

549

141838

Resolution No 7

SERVICE CENTRE : ORIENTAL BUILDING, 7, J. TATA ROAD, CHURCHGATE, MUMBAI -400 020. TELEPHONE : 6626 3000. FAX : 6626 3020

97.49

0.00

1.11

70.92


141289

0

549

141838



PublicOthers

Grand Totals


votes polled

144929

5736

49335

200000


--- - Public -

---

I l l

144929


Nowof Votes - in favour

(21

141289


outstanding shares

No. of votes polled

Promoter/ PubFic

PI= Il2l/(~EE*loo

97.49

Total No. of Shares

Held

(41

138085

151

0

[GI= I(4)/(2)1*100

P00.00

[71= I/5H(211*100

0.00

# + = > ( - . AGENCY LlD.

REGD. OFFICE : 534, SARDAR VALLABHBHAl PATEL ROAD, MUMBAI - 400 007. PHONE : 40287104 FAX : 23634527

REF. NO. : CIN : CT4999MH1919PLC000557, E-mail : [email protected], Website : rmvw-bema-in

DATE ;

Note: As per Scrutinizer's Report, remote e-voting done by Mr. Chakor L. Doshi (Holding 3204 Shares) is not taken into consideration in Resolution No. 7 as the said resolution was in respect of renewal of his Consultancy Contract with the Company.

As-per the consolidated results of Remote e-voting and E-voting conducted at AGM Venue on Item No. 1 to Item No, 7 (Except Item No. 4 which is considered invalid and will be taken up in the adjourned Meeting) of the Notice of the Annual General Meeting, all the Resolutions are passed by requisite malority,

For Bombay Cycle & Motor Agency Limited

Vlnka A. ~aphor Company Setretaw & Compliance Officer

Sl%UlCE CENTRE : ORlEHIAL BUImNG, 7, J. T#7k R W , CHUKMGATE, W B A I -M 020. TELEPHONE : 6626 3000 * FAX : 6626 W20

- - %

--

I '

- Partners Mrs. Ragini Chokshi 8SRagini cliokshi oZ CO. Mr. Ma karand Patwardhan Mr. Umashankar Hegde cornpatry s e c r e t o k Mr. Girjsh Desai

34. Karner Building, Slh Floor. 38. Cawasji Patel Street. Fort, Mumbai - 400 001. Web.: csraginichokshi.com. Email : mail@csraginichoksh~.com

Date : 0bJo8 )ZOL

Consolidated Scra ti nizer's Retlort

[Pursuant to Section 1 08 of the Companies Act, 20 t 3 and the Companies (Management and Administration) RuIes, 20 1 4 as amended]

To; The Chairman of 96th Annual General Meeting (AGM) of the Equity Shareholders of Bombay Cycle & Motor Agency Lid. held on, Thursday, 6'h August, 2015 at 12.00 noon at. 534. Sardar Vallabhbhai Pate! Road, Opera House, Murnbai-400007.

Dear Sir,

I, Ragini Chokshi, Partner of Ms. Ragini Chokshi k Co., a Company Secretary Firm having its registered ofice at 34, Kamer Bldg, 5th Floor, 38,Cawasji Patel Street, Fort, Mumbai-40000 1. have been appointed as the Scrutinizer by the I3c.at.d of Diwtoss of Bombay Cycle & Motor Agency Ltd. (the Company) for the purpose of:

(i) Scrutinizing the remote evoting pmcess under Ehe provisions of Section I08 of the Companies Act, 20 13 (the 201 3 Act) read with Rule 20 of the Companies (Management and Administration) Amendment Rules, 20 1 5, and

(ii) Scrutinizing the evoting process at the AGM venue as per the principles enunciated in Secretarial Standard-2 on General Meetings and any other provisions, if any, of the 20 13 Act conducted for passing the resolutions contained in the Notice convening the 96Ih AG M of the Equity Shareholders of the Company held on Thursday 6'h August, 201 5 at 12.00 noon at, 534, Sardar Vallabhbhai Patel Road, Opera House, Mumbai-400007.

The Notice dated 12 '~ May, 201 5 convening the AGM along with the statement setting out material facts under Section 102 of the Companies Act, 2013 were sent to the shareholders in respect of the below mentioned resolutions to be pmed at the AGM of the Equity Shareholders of the Company.

The Company has avaiIed the remote e - voting system and electronic voting system at the AGM venue from Central Depository Services (India) Limited (CDSL) for enabling the members to cast their vote under the provisions of the said sections and the rules made there under.

The Shareholders of the Company holding shares of the Company as on the "cut-off' date of 3 0 ' ~ July, 20 15 were entitled to vote an the resolutions as contained in the Notice of AGM of the Company.

The period for remote e-voting commenced on Sunday, 2d August, 201 5 at 09.00 a.m. and ended on Wednesday, 5' August, 20 15 at 5.00 p.m.

On 5Ih August, 20 15, after the end of the remote e-voting period, I was provided access to details of the members who had opted for e-voting. The details such as the name of the member, folio no., and number of shares held by the memkr could be seen to ensure that these members do not vote again at the AGM. However the manner in which the votes were cast by the members were not available.

Further, the Chairman announced the e-voting at the AGM Venue for the Shareholders who attended the meeting and had not cast their vote earlier through remote e-voting.

Further, we have unblocked the votes cast by the members at the AGM venue through electronic voting system in the presence of two witnesses, Ms. Bhaviika Bharat Jain (Residing at 340 J.S.S. Road, Thakurdwar Road, Atmaram Building , 3d floor, Rn.25 Murnbai-400 002.) and Ms. Rypa Mothari (Residing at 23, Shanti 1 building, CarmichaeF Road, Pedder Road, Mu~nbai 400026.) who are not in the employment of rhe Company. They have signed below in confirmation of the votes being unblocked in their presence.

t

Name: Bhaviika Bharat JaEn Name: Rupa Kothari

The votes tendered therein in respect of the remote e-voting system and voting at the AGM venue is based on the data downloaded from the oficial website of Central Depository Services (India) Limited (CDSL).

The votes cast through remote evoting were unblocked after the AGM in the presence of two witnesses, Ms. Bhaviika Bharat Jain (Residing at 340 J,S.S. Road, Thakurdwar Road, Atmaram Building , 3d floor, Rn.25 Mumbai-400 002.) and Ms. Rupa lKothari (Residing at 23, Shanti I building, , Camichael Road, Pedder Road, Murnbai 400026.). They have signed below in confirmation of the votes being unblocked in their presence.

Based on the data downloaded hrn the official website of Central Depository Services (India) Limited (CDSL) for the remote e-voting system and on the basis of the report furnished to us by them on the electronic voting system conductsd at the AGM venue, we now submit our consolidated report (Remote E-voting, Electronic Voting System as under: .

Resolution No.1: Ordinary: To receive, consider and adopt the Audited Financial Statements o f the Company for the Financial Year ended March 3 1, 2015 and the Reports of Board of Directors and Auditors thereon.

( i ) Voted in favor of the resolution:

Type of Voting

(iii) Invalid votes:

Particu lam Total number of members voted. Total number of votes cast by them NIL

E - voting at the AGM venue NIL NIL

Number of members voted

% of total number of valid votes cast

0 0

0 - .-

Type of Voting

R e ~ o t e e-voting E - votingat the AGM venue Total

I00 - 100

I 00

Number of votes cast by them

14 1704


% oftotal nwmbcr of valid votes cast

E - voting at the AGM venue Total

Number of votes cast by , them

10

18

0 0

a

134

14 1838

0 a 0

Resolution No,2: Ordinary: To declare dividend on Equity Shares for the Financial Year ended March 3 1,20 15.

(i) Voted in favor of the resolution:

(ii) Voted aiainst the resolution:



100 1 00

1 00

Type of Voting

Remote e-voting E - voting at the AGM venue

T o t a r

Particulars Total numher of members voted. Total numbcr o f votes .cast by

ResoIution No3: Ordinary: To appoint a Director in place of Mr. Chakor L. Doshi ( DIN: 002 1 09491, who retires by rotation and being eligible, offers himself for reappointment.


8 10

18

(i) Voted in favour of the resolution:


141 704 3 34

141838

Type of Voting

Remote e-voting E - voting at the AGM venue -- Total


8 10

18 141838 100

Number of votes cast by them 141704

134

% of total nurnder of valid votes cast 100 100

(ii) Voted against the resolution:

Type of Voting I

Remote e-voting E - voting at the AGM venue Total

*Reolution No.4: Ordinary: To app~int Auditors and fix their remuneration.

(i) Voted in favour of the resolution:

Particulars


Number of members voted them of valid votes cast

-- 0 0


0

0

Total number of members voted.

N1L NIL

Type of Voting

Remote e-voting E - votingat the AGM venue Total

Total number of votes cast by7 them

NIL NIL

0

0

Type s f Voting

Remote e-voting

E - voting at the AGM venue

0

0

% of total number of val id votes cast

Number of members voted Number of votes cast by them


N. A. N.A.

N. A.

N. A. I N.A.

N.A.


N.A.

% of total num her of valid votes cast

N.A. Total

N.A.

N. A.

N.A.

N.A.

N.A. 1 N.A.

N.A.

N. A.

N.A.

N.A. 1

(i i i) Invalid votes:

Remote e-voting 1 N.A. I N.A. E - votingat the AGM venue 1 N.A. I N.A.

Particulars

"Note: Since ResoIution no. 4 reparding the re-apmintment of Auditor was not considered 4 Meeting will be 21" August 2015. Hence these votes on the Resolution were considered as ! nvalid.

Resolution No.5: Ordinary: To consider and approve payment of remuneration to the Directors of the Company.


( i ) Voted in favour of the resolution:

Total number o f votes casr by them

d


- % of total number of valid vutes cast

100 100

1 00

Type of Voting


( i i i ) Invalid votes:

Type of Voting



8 10

18


141704 -- 134

141838


0 0

, Q

Particulars



0 0

0


NIL N 1L


0

1 0 1 0 -$

Total number of votes cast by them

NIL NIL

Resolution No.6: Special: To consider and approve renewal o f Memorandum of Understanding (MOU) between Walchandnagar Industries Ltd. & the Company.

(i} Voted in favour of the resolution:

(ii) Volted against the resolution:

-+

% of total number of valid votcs cast

Type of Voting




Type o f Voting

Remote e-voting I2 -voting at the AGM venue Total

Number ofvotes cast by them

Number of votes cast by , them

0 0

0


0 0

0

Particula~


8 10

18

% of total number of val id votes cast

0 0

0


NIL NIL

141704 : !OO

Total number of votes cast by them

NIL NIL -

134

141838

100

100 -- 1

@solution Na.2 Spsri.L: Te unthofm the to mtw the c o a w cmh& with

Mr. Chaknr L. h h i . f h i i ERltTihl~.

(Eli) Lap.MVofl3:

v-.

L"'"" Tom1 n u m h of m t m h wid. I'otnl number of votes cnvl h) Lhem I

-. R~&ZYO~~~S a o : k - wing a1 thc AGM vmw 0 O . +

c m -) CblJIM mat b h h t a c ~ ~ n s Y c m ~ n an the K~lolutioa was in WD& or renreal of hW con3ultancv cdmtrntl wlth ih t mmpny.

The electronic data and all other relevant records relating to remote e-voting and electronic voting system at the AGM venue is under our safe custody and will be handed over 20 the Company Secretary for preserving safely after the chairman considers, approves and signs the minutes of the Annual General Meeting.

Thanking You,

Yours faithful!^,

Place: f l urn^ FOR RAGIN1 CNOKSRI & CO.

Date: odlosl2ol5. /. x - & ~ @ . MRS.RAGIN1CHOKSWI

(Partner) C.P. Number : 1436

Membership number: 2390

FOR BOMBAY CYCLE & MOTOR AGENCY LTD.

CUIRMAN 96th A ~ A L GENERAC MEETING

d

ltd. - bcma.in · to consider and approve renewal of memorandum of understanding (mou) between...

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