Full Press Release Details
Exchange of India Limited
New York Stock Exchange
Scrip Code: 500124 (BSE), DRREDDY (NSE), RDY(NYSE)
Sub.: Outcome of 33rd Annual General Meeting & Voting
This is with reference to our earlier letter dated 5 July 2017 regarding the 33rd Annual General Meeting (AGM) of
the Company held today i.e. 28 July 2017.
In accordance with Regulation 44 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (Listing Regulations), this is to inform you that the Members of the Company transacted the business as stated in the Notice of 33rd AGM, dated 12 May 2017.
| SI. no. | Description | Particulars | ||||||||||
| A | Date of AGM | 28 July 2017 | ||||||||||
| B | Total no. of shareholders on record (cut-off) date (21 July 2017) | 127,219 | ||||||||||
| C | No. of shareholders present in meeting either in person or through proxy | 158 | ||||||||||
| D | Shareholders | Present in person and proxy | Equity Shares | % to capital | ||||||||
| Promoter & Promoter group | 11 | 4,43,98,828 | 26.78 | |||||||||
| Public | 147 | 2,75,82,930 | 16.63 | |||||||||
| Total | 158 | 7,19,81,758 | 43.41 | |||||||||
| E | No. of shareholders attended the meeting through video conferencing: Promoter & Promoter group: Not applicable Public: Not applicable |
The agenda-wise disclosure of voting details is enclosed as Annexure-A. The Report of Scrutinizer on remote
e-voting & voting at AGM (by electronic means) is enclosed as Annexure - B.
Further, pursuant to Regulation 30 of the Listing
Regulations, summary of the 33rd AGM proceedings is enclosed as Annexure C.
We would also like to inform you that Dr. Ashok S Ganguly, Independent Director of the
Company has ceased to be a Director of the Company w. e. f. 28 July 2017 upon completion of his term.
This is for your information
| Sandeep Poddar | |
| Company Secretary | |
| Encl: a/a |
CC: National Securities Depositary Limited (NSDL)
DR. REDDY S LABORATORIES LIMITED - 33rd AGM VOTING RESULTS IN FORMAT UNDER REGULATION 44 OF
THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIRMENTS) REGULATIONS, 2015
| Resolution no. 1 Ordinary Resolution-Adoption of the financial statements (standalone and consolidated) of the Company for the year ended 31 March 2017, including audited Balance Sheet as at 31 March 2017 and the Statement of Profit and Loss of the Company for the year ended on that date along with the reports of the Board of Directors and Auditors thereon. | Consolidated (Remote e-Voting + Voting at AGM) | |||||||||||||||||||||||||||||
| Promoter/Public | No. of shares held (1) | No. of votes polled (2) | % of votes polled on outstanding shares (3) | No. of votes -in favour (4) | No. of Votes against (5) | % of votes in favour on votes polled (6) | % of votes against on votes polled (7) | |||||||||||||||||||||||
| Promoter & Promoter Group | 44398828 | 44398828 | 100.00 | 44398828 | 0 | 100.00 | 0.00 | |||||||||||||||||||||||
| Public - Institutional holders | 105836720 | 77517169 | 73.24 | 77515324 | 1845 | 100.00 | 0.00 | |||||||||||||||||||||||
| Public - Others | 15585165 | 172031 | 1.10 | 171492 | 539 | 99.69 | 0.31 | |||||||||||||||||||||||
| Total | 165820713 | 122088028 | 73.63 | 122085644 | 2384 | 100.00 | 0.00 | |||||||||||||||||||||||
| Resolution no. 2 Ordinary Resolution-Declaration of dividend on the equity shares for the financial year 2016-17. | Consolidated (Remote e-Voting + Voting at AGM) | |||||||||||||||||||||||||||||
| Promoter/Public | No. of shares held (1) | No. of votes polled (2) | % of votes polled on outstanding shares (3) | No. of votes -in favour (4) | No. of Votes against (5) | % of votes in favour on votes polled (6) | % of votes against on votes polled (7) | |||||||||||||||||||||||
| Promoter & Promoter Group | 44398828 | 44398828 | 100.00 | 44398828 | 0 | 100.00 | 0.00 | |||||||||||||||||||||||
| Public - Institutional holders | 105836720 | 77591677 | 73.31 | 77588274 | 3403 | 100.00 | 0.00 | |||||||||||||||||||||||
| Public - Others | 15585165 | 171758 | 1.10 | 171634 | 124 | 99.93 | 0.07 | |||||||||||||||||||||||
| Total | 165820713 | 122162263 | 73.67 | 122158736 | 3527 | 100.00 | 0.00 | |||||||||||||||||||||||
| Resolution no. 3 Ordinary Resolution- Re- appointment of Mr. G V Prasad (DIN:00057433), who retires by rotation, and being eligible offers himself for the re- appointment. | Consolidated (Remote e-Voting + Voting at AGM) | |||||||||||||||||||||||||||||
| Promoter/Public | No. of shares held (1) | No. of votes polled (2) | % of votes polled on outstanding shares (3) | No. of votes - in favour (4) | No. of Votes against (5) | % of votes in favour on votes polled (6) | % of votes against on votes polled (7) | |||||||||||||||||||||||
| Promoter & Promoter Group | 44398828 | 44398828 | 100.00 | 44398828 | 0 | 100.00 | 0.00 | |||||||||||||||||||||||
| Public - Institutional holders | 105836720 | 77583740 | 73.31 | 77332967 | 250773 | 99.68 | 0.32 | |||||||||||||||||||||||
| Public - Others | 15585165 | 171831 | 1.10 | 169623 | 2208 | 98.72 | 1.28 | |||||||||||||||||||||||
| Total | 165820713 | 122154399 | 73.67 | 121901418 | 252981 | 99.79 | 0.21 |
| Resolution no. 4 Ordinary Resolution-Ratification of appointment of M/s. S R Batliboi & Associates LLP, Chartered Accountants as Statutory Auditors and fix their remuneration. | Consolidated (Remote e-Voting + Voting at AGM) | ||||||||||||||||||||||||||||
| Promoter/Public | No. of shares held (1) | No. of votes polled (2) | % of votes polled on outstanding shares (3) | No. of votes -in favour (4) | No. of Votes against (5) | % of votes in favour on votes polled (6) | % of votes against on votes polled (7) | ||||||||||||||||||||||
| Promoter & Promoter Group | 44398828 | 44398828 | 100.00 | 44398828 | 0 | 100.00 | 0.00 | ||||||||||||||||||||||
| Public - Institutional holders | 105836720 | 77570696 | 73.29 | 77527701 | 42995 | 99.94 | 0.06 | ||||||||||||||||||||||
| Public-Others | 15585165 | 171550 | 1.10 | 168254 | 3296 | 98.08 | 1.92 | ||||||||||||||||||||||
| Total | 165820713 | 122141074 | 73.66 | 122094783 | 46291 | 99.96 | 0.04 | ||||||||||||||||||||||
| Resolution no. 5 Ordinary Resolution- Re- appointment of Mr. K Satish Reddy (DIN: 00129701) as Whole-time Director designated as Chairman. | Consolidated (Remote e-Voting + Voting at AGM) | ||||||||||||||||||||||||||||
| Promoter/Public | No. of shares held (1) | No. of votes polled (2) | % of votes polled on outstanding shares (3) | No. of votes -in favour (4) | No. of Votes against (5) | % of votes in favour on votes polled (6) | % of votes against on votes polled (7) | ||||||||||||||||||||||
| Promoter & Promoter Group | 44398828 | 44398828 | 100.00 | 44398828 | 0 | 100.00 | 0.00 | ||||||||||||||||||||||
| Public - Institutional holders | 105836720 | 77578142 | 73.30 | 77451447 | 126695 | 99.84 | 0.16 | ||||||||||||||||||||||
| Public-Others | 15585165 | 171939 | 1.10 | 169321 | 2618 | 98.48 | 1.52 | ||||||||||||||||||||||
| Total | 165820713 | 122148909 | 73.66 | 122019596 | 129313 | 99.89 | 0.11 | ||||||||||||||||||||||
| Resolution no. 6 Ordinary Resolution-Ratification of remuneration payable to Cost Auditors, M/s. Sagar & Associates, Cost Accountants, for the financial year ending 31 March, 2018. | Consolidated (Remote e-Voting + Voting at AGM) | ||||||||||||||||||||||||||||
| Promoter/Public | No. of shares held (1) | No. of votes polled (2) | % of votes polled on outstanding shares (3) | No. of votes -in favour (4) | No. of Votes against (5) | % of votes in favour on votes polled (6) | % of votes against on votes polled (7) | ||||||||||||||||||||||
| Promoter & Promoter Group | 44398828 | 44398828 | 100.00 | 44398828 | 0 | 100.00 | 0.00 | ||||||||||||||||||||||
| Public - Institutional holders | 105836720 | 77570408 | 73.29 | 77562084 | 8324 | 99.99 | 0.01 | ||||||||||||||||||||||
| Public-Others | 15585165 | 171957 | 1.10 | 169088 | 2869 | 98.33 | 1.67 | ||||||||||||||||||||||
| Total | 165820713 | 122141193 | 73.66 | 122130000 | 11193 | 99.99 | 0.01 |
[Pursuant to Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and
Administration) Rules, 2014
Dr. Reddy s Laboratories Limited
8-2-337, Road No.3, Banjara Hills
33rd Annual General Meeting of the Members of Dr. Reddy s Laboratories Limited held on Friday, July 28, 2017 at 9.30 IST at the Kaveri Ball Room, Hotel Trident, HITEC City, Madhapur,
Hyderabad - 500 081, Telangana, India.
I, G Raghu Babu, Company Secretary in whole-time practice, Partner, R & A Associates, Company Secretaries, Hyderabad was appointed as
Scrutinizer by the Board of Directors of the Dr. Reddy s Laboratories Limited (Company) for the purpose of scrutinizing the remote e-voting and voting process for the 33rd Annual General
Meeting (AGM) of the Company in fair and transparent manner pursuant to Section 108 of the Companies Act, 2013 (the Act) read with Rule 20 & 21 of the Companies (Management and Administration) Rules, 2014 (as amended) (the Rules) and
Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015 (Listing Regulations), on the resolutions contained in the Notice of the 33rd AGM of the members of the
Company, held on Friday, 28 July 2017 at 9.30 AM IST and also for ascertaining the requisite majority for the resolutions proposed therein.
The management of the Company is responsible to ensure the compliance with the requirements of the Act and the Rules and Listing Regulations
relating to remote e-voting and voting process for the resolutions contained in the Notice of the 33rd AGM of the members of the company. Our responsibility as a Scrutinizer is to ensure that
remote e-voting and voting process is carried out in a fair and transparent manner and to make a consolidated scrutinizer s report on remote e-voting and voting at the AGM venue. The Company has engaged the services of National Securities
Depository Limited (NSDL) for voting by electronic means (both for remote e-voting and voting at the AGM venue).
In accordance with the
Notice of the 33rd AGM sent to the members and the Advertisement published pursuant to Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended), the remote
e-voting period was open from 9.00 AM IST on Monday, July 24, 2017 and was closed at 5.00 PM IST on Thursday, July 27, 2017.
The equity shareholders holding shares as on Friday, July 21, 2017, cut off date , were entitled to vote on the resolution
stated in the Notice of the 33rd AGM of the Company.
The voting at the AGM venue was
allowed with our assistance by using an electronic voting system, on the resolutions on which the voting is to be held. The said voting system was provided to all those members who were present at the AGM venue but have not cast their votes by
availing the remote e-voting facility. As per the information provided by NSDL, the name of the shareholders who had voted through remote e-voting facility was blocked.
After the conclusion of the voting at the AGM venue, the votes cast thereat were downloaded from website of NSDL. Thereafter, the votes on
remote e-voting were unblocked on Friday, July 28, 2017 at 11.42 AM IST, in the presence of two witnesses who were not employees of the Company and the e-voting results/list of equity shareholders who have voted for and against were downloaded
from the e-voting website of NSDL.
The combined results of the remote e-voting and voting at the AGM venue are given as
Annexure-I to this report. Based on combined results, we report that, all the resolutions as per the Notice of the 33rd AGM of the Company stands passed with requisite majority.
The electronic data and all other relevant records relating to the remote e-voting and voting at the AGM venue are under my safe custody until
the Chairman approves and sign the Minutes of the 33rd AGM and thereafter will be handed over to the Company Secretary of the Company for safe preservation.
| For R & A Associates | ||||
| Place: Hyderabad Date: July 28, 2017 | (G. Raghu Babu) Partner CP No. 2820 |
| Dr. Reddy s Laboratories Limited - 33rd Annual General Meeting held on held on Friday, 28 July 2017 at 9.30 AM at Kaveri Ball Room, Hotel Trident, HITEC City, Madhapur, Hyderabad - 500081 | ||||||||||||||||||||||||||||||||
| Combined Results (remote e-Voting and e-voting at AGM venue) | Annexure-I | |||||||||||||||||||||||||||||||
| Item number of Notice and type of resolution | Description | Mode of Voting | Total no. of votes cast | Votes in favour of the resolution | Votes against the resolution | Invalid Votes | ||||||||||||||||||||||||||
| No s | % age | No s | % age | No s | % age | |||||||||||||||||||||||||||
| 1 - Ordinary Resolution | Receive, consider and adopt the financial statements (standalone and consolidated) of the Company for the year ended 31 March 2017, including the audited Balance Sheet as at 31 March 2017 and the Statement of Profit and Loss of the Company for the year ended on that date, along with the reports of the board of directors and auditors thereon. | remote e-voting | 105,136,749 | 105,136,220 | 100.00 | 529 | 0.00 | |||||||||||||||||||||||||
| e- voting at the AGM venue | 16,951,279 | 16,949,424 | 99.99 | 1,855 | 0.01 | |||||||||||||||||||||||||||
| Total | 122,088,028 | 122,085,644 | 100.00 | 2,384 | 0.00 | |||||||||||||||||||||||||||
| 2 - Ordinary Resolution | Declaration of dividend on the equity shares for the financial year 2016-17. | remote e-voting | 105,190,196 | 105,190,082 | 100.00 | 114 | 0.00 | |||||||||||||||||||||||||
| e- voting at the AGM venue | 16,972,067 | 16,968,654 | 99.98 | 3,413 | 0.02 | |||||||||||||||||||||||||||
| Total | 122,162,263 | 122,158,736 | 100.00 | 3,527 | 0.00 | |||||||||||||||||||||||||||
| 3 - Ordinary Resolution | Re-appointment of Mr. G V Prasad (DIN: 00057433) who retires by rotation and, being eligible, offers himself for the re-appointment | remote e-voting | 105,190,269 | 105,119,338 | 99.93 | 70,931 | 0.07 | |||||||||||||||||||||||||
| e- voting at the AGM venue | 16,964,130 | 16,782,080 | 98.93 | 182,050 | 1.07 | |||||||||||||||||||||||||||
| Total | 122,154,399 | 121,901,418 | 99.79 | 252,981 | 0.21 | |||||||||||||||||||||||||||
| 4 - Ordinary Resolution | Ratification of appointment of M /s. S R Batliboi & Associates LLP, Chartered Accountants, as statutory auditors and fix their remuneration | remote e-voting | 105,189,988 | 105,156,414 | 99.97 | 33,574 | 0.03 | |||||||||||||||||||||||||
| e- voting at the AGM venue | 16,951,086 | 16,938,369 | 99.92 | 12,717 | 0.08 | |||||||||||||||||||||||||||
| Total | 122,141,074 | 122,094,783 | 99.96 | 46,291 | 0.04 | |||||||||||||||||||||||||||
| 5 - Ordinary Resolution | Re-appointment of Mr. K Satish Reddy (DIN: 00129701) as Whole-time Director designated as Chairman | remote e-voting | 105,189,877 | 105,120,783 | 99.93 | 69,094 | 0.07 | |||||||||||||||||||||||||
| e- voting at the AGM venue | 16,959,032 | 16,898,813 | 99.64 | 60,219 | 0.36 | |||||||||||||||||||||||||||
| Total | 122,148,909 | 122,019,596 | 99.89 | 129,313 | 0.11 | |||||||||||||||||||||||||||
| 6 - Ordinary Resolution | Ratification of remuneration payable to Cost Auditors, M/s Sagar & Associates, Cost Accountants, for the financial year ending 31 March, 2018. | remote e-voting | 105,190,395 | 105,187,569 | 100.00 | 2,826 | 0.00 | |||||||||||||||||||||||||
| e- voting at the AGM venue | 16,950,798 | 16,942,431 | 99.95 | 8.367 | 0.05 | |||||||||||||||||||||||||||
| Total | 122,141,193 | 122,130,000 | 99.99 | 11,193 | 0.01 |
SUMMARY OF PROCEEDINGS OF THE 33rd ANNUAL GENERAL MEETING
The 33rd Annual General Meeting (AGM) of the members of Dr. Reddy s Laboratories Limited ( the Company ) was held on
Friday, 28 July 2017 at 9.30 AM at Kaveri Ball Room, Hotel Trident, HITEC City, Madhapur, Hyderabad 500081, India. The following Directors were present:
| 1. Mr. K Satish Reddy | Chairman and Member | |
| 2. Mr. G V Prasad | Co-Chairman, Managing Director & CEO and Member | |
| 3. Mr. Anupam Puri | Independent Director and ADR holder | |
| 4. Mr. Bharat N Doshi | Independent Director and Member | |
| 5. Dr. Bruce L A Carter | Independent Director and ADR holder | |
| 6. Mr. Hans Peter Hasler | Independent Director | |
| 7. Ms. Kalpana Morparia | Independent Director and Member | |
| 8. Dr. Omkar Goswami | Independent Director and Member | |
| 9. Mr. Sridar Iyengar | Independent Director | |
| In attendance | ||
| Mr. Saumen Chakraborty | President & Chief Financial Officer | |
| Mr. Sandeep Poddar | Company Secretary | |
| Mr. Kaustav Ghose | Representative of M/s. S R Batliboi & Associates LLP, Statutory Auditor | |
| Mr. G Raghu Babu | Scrutinize, M/s. R & A Associates, Practising Company Secretaries |
person 150 representing 4,33,71,829 shares
By proxy 8 representing 2,86,09,929 shares
Pursuant to Article 70 of Articles of Association of the Company, Mr. K Satish Reddy, the Chairman of the Board took the chair and conducted
the proceedings of the Meeting. The requisite quorum being present, the meeting was called to order. The Company Secretary read the Notice of the AGM and the Auditors Report. The Chairman delivered his speech and addressed the shareholders.
Mr. Anupam Puri, Independent Director chaired the meeting for agenda item nos. 3 and 5 of the Notice of the 33rd AGM, relating to
re-appointment of Mr. G V Prasad, retiring by rotation and re-appointment of Mr. K Satish Reddy as Whole-time Director along with terms and conditions of his re-appointment, respectively.
The shareholders were informed that the copies of audited financial statements (both standalone
and consolidated) for the year ended 31 March, 2017, Board s and Auditor s report had been posted/emailed as the case may be, to all the Members and that the original documents along with the statutory registers are available for
inspection at the AGM venue. Members sought certain clarifications/information, which were appropriately responded to.
were further informed that the Company had provided to the Members facility to cast their vote electronically, on all resolutions set forth in the Notice of the 33rd AGM. Members who were present at the AGM venue and had not cast their votes through
remote e-voting were provided an opportunity to cast their votes at the meeting. It was further informed that there will be no voting by show of hands at the meeting.
The following items of business, as per the Notice of the 33rd AGM dated 12 May 2017 were transacted at the meeting:
The Chairman informed the shareholders that Mr. G
Raghu Babu, Partner of M/s. R & A Associates, Practicing Company Secretaries, Hyderabad was appointed as the Scrutinizer for the remote e-voting and voting at the AGM venue in a fair and transparent manner and to report on the voting results for
the items as per the notice of the 33rd AGM. The Chairman authorised the Company Secretary on behalf of the Board, to declare the results of voting. The scrutinizers report was received and accordingly all the resolutions as set out in the
Notice of the 33rd AGM were declared as passed by requisite majority.
For Dr. Reddy s Laboratories Ltd.