156 32ND ANNUAL REPORT 2023-24 | HERITAGE FOODS LTD Corporate Governance Report STRATEGIC REVIEW STATUTORY REPORT FINANCIAL STATEMENTS b) Whether any special resolutions passed in the previous three annual general meeting: Special resolutions passed in the previous three annual general meeting, are as follows: Financial year ended Date and time Venue March 31, 2023 August 22, 2023 at 10.00 am • To appoint Mr. A. V. Girijakumar (DIN:02921377) as a Non-Executive Independent Director of the company for a term of 5 (five) consecutive years with effect from June 01, 2023 to May 31, 2028 March 31, 2022 July 29, 2022 at 10.00 am Nil March 31, 2021 July 30, 2021 at 10:30 am • Re-appointment of Mr. Rajesh Thakur Ahuja (DIN: 00371406) as Non-Executive Independent Director for a term of five years respectively c) Postal ballot: During the financial year 2023-24, members of the company approved the special resolutions, stated in the below table, by means of Postal ballot, including Electronic Voting (e-voting). The Postal Ballot Notice dated January 29, 2024 was sent on February 12, 2024 through electronic mode to the members whose e-mail addresses were registered with the Company/ respective Depository Participants as on cut-off date i.e. February 09, 2024 and the hard copies of the Postal Ballot Notice is being sent through courier to other members whose e-amil was not registered with the Company or with their Depository Participants as on Friday, February 09, 2024. The Company had published a notice in the newspaper on February 13, 2024, in Financial Express (all edition) and Andhra Prabha (Hyderabad edition) in compliance with the provisions of the Companies Act, 2013 and Secretarial Standard – 2. The voting period commenced from at 9:00 a.m. on February 14, 2024, and ended at 5:00 p.m. on March 14, 2024. The voting rights of members were reckoned on the paid-up value of shares registered in the name of member/ beneficial owner (in case of electronic shareholding) as February 09, 2024. The resolutions were approved by requisite majority on March 14, 2024. The result of the Postal Ballot conducted through E-voting for the Special Resolutions is as under: Sl No Particulars of the Resolution Postal Ballots Results Total e-voting received No of Votes in Favor No of Votes Against No of Votes Abstain No of Less Votes Votes % Votes % 1 Re-Appointment of Mrs. Aparna Surabhi (DIN:01641633) as NonExecutive Independent Woman Director of the Company. 61,670,171 56,756,551 92.03 4,912,913 7.97 703 4 2 Re-Appointment of Mrs. N. Bhuvaneswari (DIN:00003741) as Wholetime Director designated as Vice-Chairperson and Managing Director of the Company 61,670,171 51,193,952 83.01 10,475,499 16.99 702 18 3 Re-Appointment of Mrs. N. Brahmani (DIN:02338940) as Whole-time Director designated as Executive Director of the Company 61,670,171 51,194,012 83.01 10,475,449 16.99 692 18
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