Ingersoll Rand Bengaluru 560 029, India (I H) No
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Ingersoll - Rand (India) Limited First Floor, Subramanya Arcade, Ingersoll Rand Bengaluru 560 029, India (I_H) No. 12/1, Bannerghatla Road, Tel 060-22166000 Fax 080-22166021 January 28, 2020 DGM — Corporate Relations, The Listing Department, BSE Limited, National Stock Exchange of India Limited, Phiroze Jeejeebhoy Towers, Exchange Plaza, Plot No. C-i, Dalal Street, Block G, Bandra — Kurla Complex, Mumbai —400 001 Bandra (East), Mumbai —400051 Scrip Code: 500210 Scrip Symbol: INGERRAND EQ The Listing Department, Ahmedabad Stock Exchange Limited, Kamdhenu Complex, Opp. Sahajanand College, Panjarapole, Ahmedabad —380015 Scrip Code: 26610 Dear Sir! Madam Sub: Submission of details regarding the voting results of the vostal ballot as per the format prescribed under Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Reguirements) Regulations, 2015 (“Listing Regulations”). We hereby enclose the result of voting of members of Ingersoll — Rand (India) Limited, conducted by way of postal ballot (including by way of electronic voting) as per the format prescribed under Regulation 44 of the Listing Regulations, as set forth in Annexure 1. In addition, we hereby enclose the copy of the scrutinizer’s report in Annexure -2. Please note that all the three resolutions have been passed with requisite majority as prescribed under applicable laws. Please take the above on record and kindly bring this to the notice of the members of the exchange. Thanking you Yours truly For INGERSOLL- RAND (INDIA) LIMITED P4 a ar General Manager — Corp. Finance and Company Secretary Cc: (i) National Securities Depository Limited (ii) Central Depository Services (India) Limited GIN: L05190KA1921PLC036321 REGD.OFFICE FIRST FLOOR, SUBRAMANYA ARCADE. NO. 12/I. BANNERGHAITA ROAD, BENGALURU 560 029 Phone: +91 802216 6000 Fax: +91 8022166021 Website: ‘w.w.inoaxdlrand.co.’n ALL AGREEMENTS CONTINGENT UPON STRIKES. ACCIDENTS AND OTHER CONDITIONS BEYOND OUR CONTROL AL CONTRACTS ARE SUBJECT TO APPROVAL BY AN OFFICER OF THE COMPANY QUOTATIONS ARE SUBJECT TO CHANGE WITHOUT NOTICE Annexure I Format of Voting Results Sr. No. Particulars Details 27 January 2020 Total number of shareholders on record date 30,906 3. Number of shareholders who were present in the meeting either in person or through proxy: Not applicable Promoters and Promoter Group: Public: 4. Number of shareholders who attended the meeting though video conferencing: Not applicable Promoters and Promoter Group: Public: Resolution 1 Declaration of Special Dividend Resolution required (Ordinary! Special) Special Resolution Whether promoter! promoter group are interested No [The Promoter is deemed to be interested to the extent of their shareholding in the Company, in the agenda/resolution? as applicablej. Payment of second interim dividend, as special dividend, of Rs. 25 per equity share of face value of Rs. 10 each for the financial year 2019-20 Category Mode of Voting Numberof No. of votes % of Votes No. of No. of % of Votes in % of Votes Shares held polled Polled on Votes — in Votes — favour on votes against on votes (1) (2) outstanding favour against polled polled shares (4) (5) (6)=[(4)/(2)1*100 (7)=I(5)/(2)i*100 (3 )= [(2)/( 1)1* 100 Promoter E-Voting 23,360,000 100.00 23,360,000 0 100.00 0.00 and Poll 0 0.00 0 0 0.00 0.00 Promoter Postal Ballot (if 23,360,000 0 0.00 0 0 0.00 0.00 Group applicable) Total 23,360,000 100.00 23,360,000 0 100.00 0.00 Public- E-Voting 1,206,303 57.95 1,206,303 0 100.00 0.00 Institutions Poll 0 0 0 0 0.00 0.00 Postal Ballot (if 2,081,538 0 0 0 0 0.00 0.00 applicable) Total 1,206,303 57.95 1,206,303 0 100.00 0.00 Public- Non- E-Voting 19,781 0.32 19,434 347 98.25 1.75 Institutions Poll 0 0 0 0 0.00 0.00 Postal Ballot (if 6,126,462 64,171 1.05 63,521 650 98.99 1.01 applicable) Total 83,952 1.37 82,955 997 98.81 1.19 Total 31,568,000 24,650,255 78.09 24,649,258 997 100.00 0.00 Resolution 2 - Transfer of Employees Resolution required (Ordinary! Special) Special Resolution Whether promoter! promoter group are interested No in the agenda/resolution? Transfer of certain identified employees of the Company to Climate ETC Technology Services Private Limited, a group company of the Company, with effect from 1 February 2020 (or such other date as the Board or the Chairman & Managing Director may deem fit) in terms of the employees transfer agreements to be executed for an aggregate consideration of Rs. 828 lakhs Category Mode of Voting Number of No. of votes % of Votes No. of No. of % of Votes in Vo of Votes Shares held polled Polled on Votes — in Votes — favour on votes against on votes (1) (2) outstanding favour against polled polled shares (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100 (3)=[(2)/(1)]* 100 Promoter E-Voting 23,360,000 100.00 23,360,000 0 100.00 0.00 and Poll 0 0.00 0 0 0.00 0.00 Promoter Postal Ballot (if 23,360,000 0 0.00 0 0 0.00 0.00 Group applicable) Total 23,360,000 100.00 23,360,000 0 100.00 0.00 Public- F-Voting 1,206,303 57.95 1,206,303 0 100.00 0.00 Institutions Poll 0 0 0 0 0.00 0.00 Postal Ballot (if 2,081,538 0 0 0 0 0.00 0.00 applicable) Total 1,206,303 57.95 1,206,303 0 100.00 0.00 Public- Non- F-Voting 19,266 0.31 18,079 1,187 93.84 6.16 Institutions Poll 0 0 0 0 0.00 0.00 Postal Ballot (if 6,126,462 62,721 1.02 56,457 6,264 90.01 9.99 applicable) Total 81,987 1.34 74,536 7,451 98.81 1.19 Total 31,568,000 24,648,290 78.08 24,640,839 7,451 99.97 0.03 Resolution 3 - Transfer of Assets Resolution required (Ordinary/Special) Special Resolution Whether promoter! promoter group are interested No in the agenda/resolution? Transfer of certain identified assets of the Company to Ingersoll-Rand Climate Solutions Private Limited, a group company of the Company, with effect from 1 February 2020 (or such other date as the Board or the Chairman & Managing Director may deem fit) pursuant to the Delivery Note to be issued for an aggregate consideration of Rs. 402 lakhs Category Mode of Voting Number of No. of votes % of Votes No. of No. of % of Votes in % of Votes Shares held polled Polled on Votes—in Votes— favour on votes against on votes (1) (2) outstanding favour against polled polled shares (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100 (3)=[(2)/(1)]* 100 Promoter E-Voting 23,360,000 100.00 23,360,000 0 100.00 0.00 and Poll 0 0.00 0 0 0.00 0.00 Promoter Postal Ballot (if 23,360,000 0 0.00 0 0 0.00 0.00 Group applicable) Total 23,360,000 100.00 23,360,000 0 100.00 0.00 Public- E-Voting 1,206,303 57.95 1,206,303 0 0.00 0.00 Institutions Poll 0 0 0 0 0.00 0.00 Postal Ballot (if 2,081,538 0 0 0 0 0.00 0.00 applicable) Total 1,206,303 57.95 1,206,303 0 0.00 0.00 Public- Non- E-Voting 19,416 0.32 18,899 517 97.34 2.66 Institutions Poll 0 0 0 0 0.00 0.00 Postal Ballot (if 6,126,462 62,167 1.01 55,672 6,495 89.55 10.45 applicable) Total 81,583 1.33 74,571 7,012 91.41 8.59 Total 31,568,000 24,647,886 78.08 24,640,874 1,012 99.97 0.03 MNNEXVe. .2- (‘S ~AI’ESH K. RSe.. I.l.R,FC~ I omn~nv Secretan’ Report of Scrutinizer(s) ursuant to Sections 108 & 110 of the Companies Act, 2013 and Rules 20 & 22 of the Companies (Management and Administration) Rules, 2014j To The Chairman Ingersoll-Rand (India) Limited. Results of Postal ballo4’ E-Voting on the Special Resolutions passed on 27th day of January 2020. Dear Sir, 1, Natesh K., Company Secretary in whole-time practice, appointed as Scrutinizer for the purpose of scrutinizing the Postal ballot voting including E-Voting process for the below mentioned Special resolution(s) passed on 27th day of january, 2020, submit my report as under; 1. The dispatch of the Postal ballot notice dated December 17, 2019 was completed on December 27, 2019 to the members whose names appeared on the Register of Members/ List of Beneficial Owners maintained by the Depository as on December 18, 2019. The postal ballot notice was sent to the members in electronic form to the email addresses registered with their Depository Participants! Company Registrar and Share Transfer Agents. For the members whose E-mail IDs were not registered, physical copies of the Postal Ballot notice were sent by the permitted modes. 2. Particulars of all the postal ballot forms received from the members and votes cast through elecifonic means have been entered in the register maintained separately for the purpose. 3. The postal ballot forms were kept under my safe custody before commencing the scrutiny of such postal ballot forms.