KAMAT HOTELS (INDIA) LIMITED
Contents
1. 2015 Registered Office 70 C Nehru Road Dr Vithal V Kamat Near Santacruz Airport DIN 00195341 Vile Parle East Executive Chairman and Managing Director Mumbai 400 099 888S820P 220 1981 PI SS 1d JUBUO KAMAT HOTELS INDIA LIMITED CIN L55101MH1986PLC039307 Website www khil com Email ID cs khil com Registered Office 70 C Nehru Road Near Santacruz Airport Vile Parle East Mumbai 400099 Phone 26164000 Fax 26164203 POSTAL BALLOT FORM 1 Name and Registered Address of the Sole First named Shareholder 2 Name s of the Joint holder s if any in block letters 3 Registered Folio No DP ID No Client ID No 4 No of Shares held Applicable to investors holding shares in a dematerialised form Particulars of voting through Electronic means For those opting to vote through electronic means instead of voting by the above Postal Ballot facility is available at the web link www evoting nsdl com Particulars for the electronic voting are as under EVEN User ID Password E Voting Event Number Note Please read the instructions given in the Notes forming part of the Notice carefully before exercising your vote Facility to exercise vote by Postal Ballot including voting through Electronic means will be available during the following period Commencement of Voting From 9 00 a m IST on 8 August 2015 Ending of Voting Up to 5 00 p m IST on 6 September 20152. KAMAT HOTELS INDIA LIMITED CIN L55101MH1986PLC039307 Regd Office 70 C Nehru Road Near Santacruz Airport Vile Parle East Mumbai 400 099 Phone 26164000 Extension 4478 Fax 26164203 Website www khil com Email ID cs khil com Dear Members Notice pursuant to Section 110 of the Companies Act 2013 Notice is hereby given pursuant to Section 110 of the Companies Act 2013 read with Rule 22 of the Companies Management and Administration Rules 2014 and other applicable provisions if any including any statutory modifications or re enactments thereof for the time being in force to the members of Kamat Hotels India Limited to seek their approval by Special Resolution mentioned at Sr No 1 pertaining to giving consent of the Company to the Board to sell either as slump sale or otherwise lease or otherwise dispose Hotel VITS located at Dnanodham Kondivita Road Off Andheri Kurla Road Andheri East Mumbai 400059 The resolution is proposed to be transacted by Postal Ballot that is by Post or through electronic voting system being provided by the Company The Company is desirous of seeking your approval consent for the Special Resolution attached herewith An Explanatory Statement pursuant to Section 102 of the Companies Act 2013 pertaining to the said Special Resolution setting out the material facts and reasons thereof is annexed The said Special Resolution and the Explanatory Statement along with postal ball
3. The facility for voting through Electronic means will be disabled for voting by NSDL upon expiry of the aforesaid voting period I We hereby exercise my our vote in respect of the Resolution to be passed through postal ballot for the business stated in the Notice dated 3 August 2015 of the Company by sending my our assent or dissent to the said resolution by placing the tick V mark at the appropriate place in the box below Resolution No Description No of Shares WE Assent to I We Dissent to the the Resolution Resolution FOR AGAINST 1 Special Resolution under Section 180 1 a of the Companies Act 2013 for giving consent of the Company to the Board to sell either as slump sale or otherwise lease or otherwise dispose Hotel VITS located at Dhanodham Kondivita Road Off Andheri Kurla Road Andheri East Mumbai 400059 Place Date Signature of the Shareholder INSTRUCTIONS e A member desirous of exercising his her vote by Postal Ballot may complete this Postal Ballot Form and send it to the scrutinizer M s V V Chakradeo amp Co Practising Company Secretary in the attached self addressed envelope Postage will be borne and paid by the Company However any envelope containing postal ballot if sent by courier or by Registered post at the expense of the Registered Member will also be accepted e Please convey your assent or dissent in this Postal Ballot Form by placing t
4. by Postal Ballot by way of a Special Resolution at a price not less than Rs 190 crores or such other higher amount which shall be at least adequate to pay all secured and unsecured dues and oustandings including statutory dues and wage arrears attributable to the said property or its operation and any surplus after satisfaction of the liabilities mentioned above from the sale of the said property shall be used to reduce the debts of the Company Therefore the Special Resolution mentioned at Item No 1 of the accompanying Notice is proposed for your consideration The said Resolution is an enabling resolution and is in further to the special resolution passed under Section 293 1 a of the Companies Act 1956 The resolution under Section 180 1 a of the Companies Act 2013 mentioned in the Notice of postal ballot dated 30 May 2015 could not be passed as a special resolution and hence the modified resolution is proposed for your consideration The Board of Directors of the Company recommends passing of the resolution as a Special Resolution by the members through Postal Ballot in terms of Section 110 of the Companies Act 2013 and Companies Management and Administration Rules 2014 There is no concern or interest financial or otherwise of any director key managerial personnel of the Company or their relatives in respect of the said resolution By order of the Board of Directors FOR KAMAT HOTELS INDIA LIMITED Place Mumbai Date 3 August
5. embers are requested to carefully read these instructions before exercising their vote EVOTING Pursuant to Section 108 of the Companies Act 2013 and in compliance with the provisions of Rule 20 and Rule 22 of the Companies Management and Administration Rules 2014 and Clause 35B of the Listing Agreements as amended from time to time the Company is pleased to announce that the business mentioned in the notice may be transacted through electronic voting system and the Company is providing facility by electronic means For this purpose the Company has entered into an agreement with National Securities Depository Limited NSDL for facilitating e voting to enable the Shareholders of the Company to cast their votes electronically The Board of Directors of the Company has appointed M s V V Chakradeo amp Co Practising Company Secretary Mumbai to conduct and scrutinize the e voting process in a fair and transparent manner Process and manner of voting a Incase of Shareholders receiving e mail from NSDL i Open e mail and open PDF file viz KHIL e Voting pdf with your Client ID or Folio No as password The said PDF file contains your user ID and password for e voting Please note that the password is an initial password ii In case any shareholder is already registered with NSDL for e voting then that shareholder can use the existing user ID and password for casting of vote and step no i and vi be skipped iii Launch i
6. er the result is declared and the copies of said result shall be forwarded to the Stock Exchanges where the shares of the Company are listed Subject to receipt of sufficient votes the resolution shall be deemed to be passed on the date of declaration of result i e on or before 9th September 2015 Name designation address email id and phone no of the person responsible to address the grievances connected with facility for voting by electronic means Name Mr Shashidhar Shetty Designation Sr Executive Address Ground Floor KHIL House Adjacent to Domestic Airport Vile Parle East Mumbai 400099 Email id cs khil com Phone No 022 26164000 Extn 4478 Date 3 August 2015 By order of the Board of Directors FOR KAMAT HOTELS INDIA LIMITED Dr Vithal V Kamat DIN 00195341 Executive Chairman and Managing Director STATEMENT PURSUANT TO SECTION 102 READ WITH SECTION 110 OF THE COMPANIES ACT 2013 Item No 1 As per Section 180 1 a of the Companies Act 2013 the Board of Directors of the Company should exercise the power to sell lease or otherwise dispose its property only with the consent of the Company by special resolution In order to reduce the debts the Company intends to sell either as slump sale or otherwise lease or otherwise dispose Hotel VITS located at Dhanodham Kondivita Road Off Andheri Kurla Road Andheri East Mumbai 400059 within 6 months of receiving approval of the Shareholders
7. est of the Company and that any surplus after satisfaction of the liabilities mentioned above from the sale of the said property shall be used to reduce the debts of the Company By order of the Board of Directors FOR KAMAT HOTELS INDIA LIMITED Place Mumbai Date 3 August 2015 Registered Office 70 C Nehru Road Dr Vithal V Kamat Near Santacruz Airport DIN 00195341 Vile Parle East Executive Chairman and Managing Director Mumbai 400 099 NOTES a b An Explanatory Statement for the proposed Special Resolution pursuant to Section 102 read with Section 110 of the Companies Act 2013 as amended from time to time is attached The Company has appointed M s V V Chakradeo amp Co Practising Company Secretary as Scrutinizer for the purpose of Postal Ballot exercise physical as well as e voting The Notice is being sent to all the members whose names would appear in the Register of Members Record of Depositories as on 31st July 2015 and the same is displayed on the website of the Company i e www khil com and also on the website of the NSDL i e www evoting nsdl com Members whose names appear in the Register of Members List of Beneficial Owners as on 31st July 2015 will be considered for the purpose of voting The members have option to cast their vote through post or through e voting The detailed instructions for casting vote through post are given on the back side of the Postal Ballot Form M
8. he tick mark V at the appropriate box The assent or dissent received in any other form or on photo copy of Postal Ballot Form shall be considered invalid e The self addressed postage pre paid envelope bears the name of the Scrutinizer appointed by the Company e This Form must be completed and signed by the Member In case of Joint holding this Form must be completed and signed as per the specimen signatures registered with the Company by the first named member and in his absence by the second named member e The unsigned incomplete or incorrectly ticked Postal Ballot Form shall be rejected e The Scrutinizer s decision on the validity of the Postal Ballot shall be final e The Postal Ballot shall not be exercised by a proxy e Duly completed Postal Ballot Form should reach the scrutinizer not later than the close of working hours on 6 September 2015 All Postal Ballot Forms received after this time and date will be strictly treated as if replies from such members have not been received e In case of shares held by Companies Trusts Societies etc the duly completed Postal Ballot Form should be accompanied by a certified copy of board resolution authorization together with the specimen signature s of the duly authorized signatories e The voting rights shall be reckoned on the paid up value of shares registered in the name of the members whose names would appear in the Register of Members Record of Depositories as on 31 Jul
9. nternet browser by typing the following URL https Awww evoting nsdl com iv Click on Shareholder Login v Put user ID and password as mentioned in step i or ii above as may be applicable Click Login vi Password change menu appears Change the password with new password of your choice with minimum 8 digits characters or combination thereof Note new password vii Home page of e Voting opens Click on e Voting Active Voting Cycles viii Select EVEN E Voting Event Number of Kamat Hotels India Limited ix Now you are ready for e Voting as Cast Vote page opens x Cast your vote by selecting appropriate option and click on Submit and also Confirm when prompted xi Upon confirmation the message Vote cast successfully will be displayed xii Once you have voted on the resolution you will not be allowed to modify your vote xiii Institutional shareholders i e members other than individuals HUF NRI etc are required to send scanned copy PDF JPG Format of the relevant Board Resolution Authority letter etc together with attested specimen signature of the duly authorized signatory ies who are authorized to vote to the Scrutinizer through e mail cs khil com with a copy marked to evoting nsdl co in 2 b In case of Shareholders receiving PIN mailer by Post vi vii viii Initial password will be provided through a separate PIN Mailer Please follow steps ii to xiii above t
10. o cast vote You can also update your mobile number and e mail id in the user profile details of the folio which may be used for sending future communication s In case of any query you may refer to the Frequently Asked Questions FAQs for members and e voting user manual for members available at the Downloads sections of https www evoting nsdl com or contact NSDL at the following Telephone No 1800 222 990 The e voting period commences on 8th August 2015 9 00 a m and ends on 6th September 2015 5 00 p m During this period Members of the Company holding shares either in physical form or in dematerialized form as on the relevant date i e 31st July 2015 may cast their vote electronically At the end of the voting period the portal where votes are cast shall forthwith be blocked M s V V Chakradeo amp Co Practising Company Secretary Mumbai the scrutinizer will unblock the votes in the presence of at least two witnesses not in the employment of the company and make a scrutinizer s report of the votes cast in favor or against if any and submit the same on or before 9th September 2015 i e within a period of not exceeding three working days from the date of conclusion of e voting period to Dr Vithal V Kamat Executive Chairman and Managing Director of the Company The results declared along with the scrutinizer s report shall be placed on the website of the company and on the website of the RTA or NSDL immediately aft
11. ot form are being sent to those members whose e mail ids are registered with Depository Participants through email and to the other members by Registered post courier service The Company has appointed M s V V Chakradeo amp Co Practising Company Secretary as the Scrutinizer for conducting the Postal Ballot post and e voting process in a fair and transparent manner You are requested to carefully read the instructions printed on the Postal Ballot Form and return the form duly completed in the enclosed self addressed envelope to Scrutinizer at C o Kamat Hotels India Ltd 70 C Nehru Road Vile Parle East Mumbai 400099 so as to reach at the said address before close of the working hours i e 5 00 p m on 6th September 2015 or you can even accord your assent or dissent to the said resolution by availing the option of e voting The Scrutinizer will submit his report to the Executive Chairman and Managing Director after completion of the scrutiny of the postal ballot forms e voting and the results thereof will be announced by the Executive Chairman and Managing Director or in his absence by any other person so authorized by him at the Registered Office of the Company on or before 9th September 2015 and will also be placed on the Notice Board at the Registered Office of the Company The result of the Postal Ballot shall be filed with Bombay Stock Exchange Ltd and National Stock Exchange of India Ltd where the equity shares of the Compan
12. y 2015 e Members are requested not to send any other paper along with the Postal Ballot Form in the enclosed self addressed Postage pre paid envelope in as much as all such envelopes will be sent to the Scrutinizer and any extraneous paper found in such envelope would be destroyed by the Scrutinizer e There will be one Postal Ballot Form for every Folio Client ID irrespective of the number of joint holders
13. y are listed The result will also be displayed on the website of the Company www khil com and on the website of NSDL www evoting nsdl com Resolution No 1 To consider and if thought fit to pass the following resolution as a Special Resolution RESOLVED THAT pursuant to the provisions of Section 180 1 a and all other applicable provisions if any of the Companies Act 2013 and Rules made there under including any statutory modification s or re enactment thereof the consent of the Company be and is hereby accorded to the Board of Directors of the Company hereinafter referred to as the Board which term shall be deemed to include any Committee of Directors which the Board may have constituted or hereinafter constitute to exercise its powers including the powers conferred by this resolution to sell either as slump sale or otherwise lease or otherwise dispose Hotel VITS located at Dnanodham Kondivita Road Off Andheri Kurla Road Andheri East Mumbai 400059 within 6 months from the date of passing of this resolution at a price not less than Rs 190 crores or such other higher amount which shall be at least adequate to pay all secured and unsecured dues and outstandings including statutory dues and wage arrears attributable to the said property or its operation and on such terms and conditions and in such form and in such manner as the Board of Directors of the Company may by way of unanimous resolution decide in the inter
Download Pdf Manuals
Related Search