NARAYANA HRUDAYALAYA LIMITED Date of submission: 26th March, 2022
To, The Secretary Listing Department BSE Limited Department of Corporate Services Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 Scrip Code - 539551 | To, The Secretary Listing Department National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex Mumbai - 400 051 Scrip Code- NH |
Dear Sir/Madam,
Sub: Result of Postal Ballot by remote e-voting process
In continuation of our letter dated February 21, 2022, submitting the Postal Ballot Notice under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the following-
1. Voting results as required under Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
2.
Report of Scrutinizer dated March 26, 2022.
Based on the Scrutinizer's Report, we wish to inform you that the special resolutions mentioned in the said Postal Ballot Notice have been passed by the Members of the Company with requisite majority on March 24, 2022.
The voting result along with Scrutinizer's report will also be available on the Company's websitewww.narayanahealth.org.
You are requested to kindly take the above documents on record.
Thanking you.
For Narayana Hrudayalaya Limited
Sridhar S
Group Company Secretary, Legal & Compliance Officer
Encl: as above
Postal Ballot through e-voting of Narayana Hrudayalaya Limited -Voting Results
Date of declaration of the results of Postal Ballot through e-voting: | March 26, 2022 |
Total number of shareholders on record date: (as on cut-off date February 18, 2022) | 51,446 |
Mode of Voting | Remote e-voting only |
Result of Postal Ballot meeting | |||
Sl. No. | Agenda | Resolution type | Result |
1 | Re-appointment of Dr. Emmanuel Rupert (DIN: 07010883) as Managing Director and Group Chief Executive Officer of the Company | Special | Passed with requisite majority |
2 | Revision in remuneration of Dr. Emmanuel Rupert (DIN:07010883) as Managing Director and Group Chief Executive Officer of the Company w.e.f. 1st April 2022 | Special | Passed with requisite majority |
Agenda-wise disclosure
SPECIAL BUSINESS
Item No. 1 - Re-appointment of Dr. Emmanuel Rupert (DIN: 07010883) as Managing Director and Group Chief Executive Officer of the Company
Resolution required: (Ordinary/ Special) | Special | |||||||
Whether promoter/ promoter group are interested in the agenda/resolution? | No | |||||||
Category | Mode of Voting | No. shares heldof | No. votes polledof | % Votes Polled on of outstand ing shares | No. of Votes - in favour | No. of Votes - against | % of Votes in favour on votes polled | % Votesofagainst on votes polled |
(1) | (2) | (3)=[(2)/( 1)]*100 | (4) | (5) | (6)=[(4)/( 2)]*100 | (7)=[(5)/(2 )]*100 | ||
Promoter and Promoter Group | E-Voting | 130485730 | 130485730 | 100.00 | 130485730 | 0 | 100.00 | 0 |
Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | ||
Total | 130485730 | 130485730 | 100.00 | 130485730 | 0 | 0 | 0 | |
Public-Institutions | E-Voting | 59715682 | 43154266 | 72.27 | 34629873 | 8524393 | 80.25 | 19.75 |
Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | ||
Total | 59715682 | 43154266 | 72.27 | 34629873 | 8524393 | 80.25 | 19.75 | |
Public- Non-Institutions | E-Voting | 14159392 | 5724861 | 40.43 | 5723784 | 1077 | 99.98 | 0.02 |
Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | ||
Total | 14159392 | 5724861 | 40.43 | 5723784 | 1077 | 99.98 | 0.02 | |
Total | 204360804 | 179364857 | 87.77 | 170839387 | 8525470 | 95.25 | 4.75 |
Item No. 2 - Revision in remuneration of Dr. Emmanuel Rupert (DIN:07010883) as Managing Director and Group Chief Executive Officer of the Company w.e.f. 1st April 2022
Resolution required: (Ordinary/ Special) | Special | |||||||
Whether promoter/ promoter group are interested in the agenda/resolution? | No | |||||||
Category | Mode of Voting | No. shares heldof | No. votes polledof | % Votes Polled on of outstand ing shares | No. of Votes - in favour | No. Votes against of - | % of Votes in favour on votes polled | % Votesofagainst on votes polled |
(1) | (2) | (3)=[(2)/( 1)]*100 | (4) | (5) | (6)=[(4)/( 2)]*100 | (7)=[(5)/( 2)]*100 | ||
Promoter and Promoter Group | E-Voting | 130485730 | 130485730 | 100.00 | 130485730 | 0 | 100.00 | 0 |
Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | ||
Total | 130485730 | 130485730 | 100.00 | 130485730 | 0 | 100.00 | 0 | |
Public-Institutions | E-Voting | 59715682 | 43154266 | 72.27 | 27702319 | 15451947 | 64.19 | 35.81 |
Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | ||
Total | 59715682 | 43154266 | 72.27 | 27702319 | 15451947 | 64.19 | 35.81 | |
Public- Non-Institutions | E-Voting | 14159392 | 5724883 | 40.43 | 5721992 | 2891 | 99.95 | 0.05 |
Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | ||
Total | 14159392 | 5724883 | 40.43 | 5721992 | 2891 | 99.95 | 0.05 | |
Total | 204360804 | 179364879 | 87.77 | 163910041 | 15454838 | 91.38 | 8.62 |
BS SUD HI NDRA K.S FCS.LLB.,DIA.,RP
Company Secretory,
Troo e Mo rk Attorney
To l he Chairman
Noroy ana Hrudayalaya limited
No 258/A. Bommosondro lnduslriol Area Anekol Toluk. Bengoluru-560099
SCRUTINIZER 'S REPORT
I Sudhindro KS Practising Company Secretory (Membership No. FCS 7909. having my office al 116/6. 2nd Floor. 11 '" Cross. nexl lo Union Bonk of Indio, Molleshworom, Bengoluru. Kornotoko Indio 560 003. hove been appointed as the Scrutinizer to conducl the postal ballot through remote e-voling in respect of Special Resolutions for approval for re-oppointmenl and fixation of remunerollon o r Managing Direclor pursuanl lo lhe Notice dated February l 7. 2022. issued under Section 110 a n d other applicable provisions of the Companies Act. 2013 ("the Ac!") reod with the Companies (Monogemen1 and Administration) Rules. 2014, as amended from lime lo time read with the General Circular No. 14/2020 dated April 8. 2020. General Circular No. 17/2020 doled April 13. 2020. General Circular No. 22/2020 doted June 15. 2020. General Circular No. 33/2020 doled September 28 2020 General Circular No. 39/2020 doted December 31 . 2020 General Circular No. 10/2021 doled June 23. 2021 and General Circular No. 20/2021 doted December 8. 2021 issued by the Ministry of Corporate Affairs (hereinafter collectively referred lo as "MCA Circulars").
The Notice doted February 17. 2022 along with sta temen t se lling ou t material facts under Section 102 of the Act as confirmed by lhe Company were sent through electronic mode lo those Members whose e-mail addresses were registered with the Company/Deposi tories.
The Company hod engaged lhe services of Notional Securities Depository Limi1ed (''NSDL") to provide remote e-voting facility to ifs Members.
The shareholders of the Company holding shores as on the "cu t-o ff" dote of February l 8, 2022 were enlitled to vote on the resolution as contained In the Notice.
The remote e-voling period commenced from 9:00 AM (1ST) on Wednesday. February 23. 2022 and ended at 5.00 p.m. (1ST) on Thursday. Morch 24. 2022 and the NSDL e-voting module was disabled thereafter.
The votes cast under remote e-voling tacility were thereaf1er unblocked and were coun ted.
I hove scrutinized ond reviewed the votes cost through remo1e e-voling based on the data downloaded from the NSDL e- voling system and have maintained a register in which necessary entries have been mode in accordance with the Companies (Managemen t and Administration) Rules. 2014. as amended.
The Management of the Company is responsible to ensure compliance wilh the requirements
o f the Companies Act. 2013. rules and the MCA Circulars relating to remote e-voting on the
Resolutions contained in the notice of Postal Ballot.
1
0 No. l 16/6, Second Floor, Ne><> lo Un,on Bon k of Indio, 1 l lh Cross. Molleshworom, 801'9a lore-560003 Pho ne ; (0 )080 ---4 I 28 1365 Celf ·984/ 2713 I9 r8l E•moil :sudhi11droksfcs@9moll.corr,
os SUD HI NDRA K. S FCS.LLB.,DIA.,RP
IJ
Co mpany Secretory, Trace Mork A ttorney
My responsibility as scrutinizer for the remole e-vohng is restric ted to making o Scrutinizer's Re p ort of lhe votes cost in favour or ogoins1 the special resolutions.
I now submit my Scrutinizer Report on the results of the voting by postal ballot only through remote e-voting mode in respect of the sold Special Resolutions for approval for re-appointment and fixing remuneration of the Managing Director as under:
After ascertaining the voles cost bye-voting. I hereby submit the resull as under:
Portlculors | Res olution 1 | Resolution 2 |
Total e-voting | 522 | 523 |
Total | 522 | 523 |
Less : Invalid E-Voling | 0 | 0 |
Net Valid e - votlng | 522 | 523 |
E-votlng with Assent | 453 | 418 |
E-voting with Dissent | 69 | 105 |
Resolution 1 - Speclol Resolution:
To re-appoint Dr. Emmanuel Rupert (DIN: 07010883) as Managing Director and Group Chief Executive Officer of the Company.
(i) | Voted in fa vour of the resolution: |
(ii) | Voted against the resolution: |
(iii) | Inv alid Votes: |
Number of Members voted | Number of v alid votes c os1 by them | % of total number of valid voles cost |
453 | 170839387 | 95.2469% |
Number of M embe rs voted | Number of va lid votes c ost by them | % of total number of v alid votes c ost |
69 | 8525470 | 4.7531% |
Number of M embers voted 1--------N-il-------;---
Total number of Invalid votes cost by them
Nil
Resolution 2 - Special Resolution:
To approve revision in remuneration of Dr. Emmanuel Rupert (DIN:07010883) as Managing Director and Group Chief Executive Officer of the Company w.e.f. I st April. 2022.
2
0 No. 116/6, Second floo,, Ne,d lo Un,on Bon k of Indio. l 1th Cross, Molleshworcm, Bcn901o,e-560003 Pho ne ; (O J080-4 I 28 1365 Cell·9 8-4 /) 27 I3I 9
181 E,mo,l:sudhindroksfcs@gmo,1corT,
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Narayana Hrudayalaya Ltd. published this content on 26 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 March 2022 07:40:05 UTC.
