PXL/HO/Cir-078/2021-22 Date: 15.09.2021
Hyderabad
Dear
NOTICE
NOTICE is hereby given that the 17thAnnual General Meeting of the Pharmaceuticals Export Promotion Council of India will be held on Wednesday the 29th September, 2021 at 11.00 AM at Golden Room, Taj Krishna, Road No.1, Banjara Hills, Hyderabad- 500034, to transact the following ORDINARY
BUSINESS:
1. To receive, consider and adopt the Accounts i.e., Income & Expenditure Account for the year ending 31st March, 2021, and the Balance Sheet as on that date, along with the Report of Auditors thereon and the Report of the Committee of Administration (the board) to the Members of the Council on the affairs of the Council.
2. To appoint and fix the remuneration of the Auditors.
To consider and if thought fit, to pass the following resolution with or without modifications as an ordinary resolution:
“RESOLVED that M/s. Sarath & Associates Chartered Accountants, having Firm Regn. No.005120S – the present auditors, (who confirmed that their appointment if made will be in accordance with the requirements of the Companies Act, 2013) be and are hereby appointed Auditors of the Council from the conclusion of the 17th Annual General Meeting to the conclusion of the 18th Annual General meeting; and that the remuneration payable shall be fixed by the Committee of Administration in consultation with the Auditors.”
3. To place on record the names of the Committee Members:
i) To take on record the results of e-Voting held in respect of members in the category of non SSI (Rs.100 to 500 Crores) and to consider and if thought fit, to pass the following resolution with or without modifications as an Ordinary Resolution:
“RESOLVED that the results of evoting held from 23.08.2021 to 24.08.2021 electing Mr.Desh Deepak Misra (representing M/s.Shalina Laboratories Ltd. (DIN No.08515529) be and is hereby taken on record and that he be and is hereby appointed Member of the Committee of Administration (CoA) to hold office till the conclusion of 18th Annual General Meeting of the Council co-terminating with the other elected Members of the CoA.
(ii) To note the other Members of the Committee of Administration:
(Detailed in the Notes to Agenda: Annexure-I).
SPECIAL BUSINESS:
4) Amendment of Article No.12 of Articles of Association:
To provide for procedure for breaking the tie in case of election of Members to CoA or the Vice Chairman of the Council:
RESOLVED the “the following clause be added in Art. 12.2. after clause (b) subject to the approval of the Regional Director, Department of Company Affairs, Hyderabad.
“(c ) In any meeting (AGM/EGM) of the Members of the Council if the votes cast in favour of or against a particular resolution for election of Members to the CoA or the Vice Chairman of the Council are equal resulting in a TIE, the Chairman of the Council shall have right to resolve/break the TIE by drawing lots between/amongst the contesting candidates and such power can be delegated to the Returning Officer supervising the elections.
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Place: Hyderabad
Date: 13.09.2021
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BY ORDER OF THE COMMITTEE OF ADMINISTRATION
FOR PHARMACEUTICAL EXPORT PROMOTION COUNCIL OF INDIA
SD/---
(RAVI UDAY BHASKAR)
DIRECTOR GENERAL
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Note (i)In accordance with Art.36.5, no member other than an ordinary member of the Council shall vote at its meetings. In accordance with Art.37.1 no member shall nominate any other person to vote on his behalf, except as otherwise provided in the Articles. Corporate Members shall send resolution of the Board of Directors nominating their representatives so as to be received by the Council well before 24 hours before the commencement of the meeting.
Annexure-I
(Forming part of Notice of 17th Annual General Meeting)
Notes to Item No.3
(i) Under Non-SSI (Rs.100- Rs.500 Cr) Category two member companies nominated their representatives for contesting against one position. Both the candidates got equal votes resulting in a tie. Since, the e-voting process prescribed is silent on the steps to be taken for deciding the elected candidate, in case of a tie, the matter was referred to the Ministry of Commerce, GoI, who directed that re-election be conducted for the position. Accordingly re-election was conducted through e-voting process under the guidance and supervision of the Returning Officer Mr G Seetharam Reddy, Addl.DGFT from 23.08.2021 to 24.08.2021 and Mr.Desh Deepak Misra was elected for the position to hold office till the conclusion of the 18th Annual General Meeting of the Council.
(ii) The following are the elected Members of the Committee of Administration whose office shall continue up to the conclusion of the 18th Annual General Meeting:
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Sr No.
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Category
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Name of the Member
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1
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NON-SSI Rs.500-Rs.1000 Crs
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Mr.Ajit Singh representing M/s.ACG Capsules Pvt Ltd, Mumbai
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2
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NON-SSI over Rs.1000 Crs
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Dr.C.Satyanarayana representing M/s.Laurus Labs Limited, Hyderabad
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3
4.
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Status Holders Rs.100-500 Crs
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1. Mr.Dodda VVS Reddy representing M/s.Nosch Labs Pvt Ltd
2.Mr.S.V.Veeramani representing M/s.Fourrts(India)Laboratories Pvt.Ltd., Chennai
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5
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Merchant Exporters – above Rs.20 Crs
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Mr.Kamlesh Premchand Shah representing M/s.M.T.Madon Exports, Mumbai
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6
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R&D/CRO/Biotech
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Mr.Siddharth Daga representing
M/s.Vins Bio Products Limited, Hyderabad
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7
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Non-SSI(Rs.100-500 cr)
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Mr.Desh Deepak Misra representing: M/s.Shalina Laboratories Ltd., Mumbai
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8
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Others – No Limit
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Mr.Chakravarthi AVPS representing Ecobliss India Pvt Ltd., Hyderabad
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9
10
11
12
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SSI – No Limit
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1. Dr.AR Venkatesh representing M/s.Global Pharma Healthcare Pvt Ltd., Chennai
2. Mr.Nipun Jain representing M/s.Pharchem, New Delhi
3. Mr.Kamlesh C Patel representing M/s.West Coast Pharmaceutical Works Ltd., Ahmedabad
4. Mr.Bhavin Mukund Mehta representing M/s.Kilitch Drugs(India)Ltd., Mumbai
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13
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Status Holders above Rs.20 Crs.
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Mr.Bharat R Desai representing Bharat Parenterals Limited, Vadodara
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Note:2 Under categories (i) “Herbals/Ayurveda/Unani: No Limit” and(ii) Status Holders Rs.500 – 1000 Crs.. the Council has not received any valid nominations and hence the condition prescribed under clause 27.3(b) of Articles of Association got invoked which reads as under “If no nominations are received for any of the seats, Government of India reserves the right to nominate representatives from that segment of the industry on the basis of DGCIS data of Export values in the same category.” Thus the above Two positions will be filled as per the directives /nominations as and when received from the Ministry of Commerce and the said members, if and when appointed, shall hold office along with the other elected members i.e., till the conclusion of the 18th Annual General Meeting of the Council.
Item No.4
Explanatory statement under Section 102(1) of the Companies Act, 2013
Item No.4: The Articles of Association of the Council does not provide for the procedure for breaking a TIE that may arise by equal votes amongst the contesting candidates for the position(s) of Members of the CoA and/or the Vice Chairman of the Council who are directly elected by the Members of Council. Hence, it is proposed to give authority to the Chairman of the Council and such power can be delegated to the Returning Officer supervising the elections to resolve/break the TIE position, in case it arises by drawing lots amongst the contesting candidates for deciding elected candidate(s), by addition of a special clause ( c ) as provided in the resolution subject, however, to the approval of the Regional Director, Dept. Of Corporate Affairs, Hyderabad under Article 48 of the Articles of Association.
The Committee of Administration commends the said resolution to be passed by the Members as a Special Resolution.
Note of Interest:None of the Members of the CoA are interested in the above Resolution.
ENCL: Copy Attached
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