FORM NO.
MGT-13
Report of Scrutinlzer(s)
Pursuant to Section 108 of the Companies Act, 2013 and rule 20 of the Companies (Management and Administration)
Rules, 2014 amended from time to time
To,
The Chairman
Prime Securities Limited,
1109/1110, Maker Chambers V,
Nariman Point,
Mumbal- 400021
CIN: l67120MH1982PlC026724
The 41" Annual General Meeting of the Members of Prime Securities limited, was held on Thursday, June 27, 2024 at
03.00 p.m . via two-way Video Conferencing ("VC") facility or other Audio-Visual Means ("OAVAM").
Dear Sir,
I, Pramod S. Shah, of Pramod S. Shah & Associates, Practising Company Secretaries, appointed as the Scrutinizer by the
Board of Directors of Prime Securities limited for the purpose of:
Scrutinizing .and conducting the e-voting process (remote e-voting) under the provisions of Section 108 of the
Companies Act, 2013 read with rule 20 of the Companies (Management and Administration) Rule, 2014, as amended
from time to time and as per the General Circulars No.20/2020, 02/2022, 10/2022 and 11/2022 dated May 5, 2022 and
dated 28.12.2022 respectively, issued by Ministry of Corporate Affairs ("MCA") (collectively referred to as "MCA
circluars") and SEBI Circular Nos. SEBi/HO/CFD/CMD2/CIR/P/2022/62, SEBi/HO/DDHS/P/CIR/2022/0063 and
SEBi/HO/CFD/PoD-2/P/CIR/2023/4 dated May 13, 2022 and January 5,2023 respectively, issued by Securities and
Exchange Board of India ("SEBI") (collectively referred to as "SEBI circulars) to scrutinize voting of Resolutions
proposed at the.Annual General Meeting ("AGM") of the Members of Prime Securities limited held yesterday I.e. June
27,2024 at 03 .00 p. m. (1ST) via two-way Video Conferencing ("VC") facility or other Audio-Visual Means ("OAVAM" ) in
order to ascertain requisite majority on voting conducted through remote e-voting process and e-voting process during
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the AGM. Further, I was also appointed as the Scrutinizer to sautinize the e-voting process that took place during the
said AGM of the Company.
The remote e-voting period commenced on Monday June 24, 2024 at 09:00 a.m. (1ST) and ended on Wednesday, June
26,2024 at 5.00 p.m. (1ST). The NSDL remote e-voting platform was disabled thereafter.
The members of the Company holding shares as on the 'cut-off" date i.e. Thursday, June 20, 2024, were entitled to
vote on the proposed Resolutions as contained in Notice of the AGM by remote e-voting system prior to .t>.GM and e-
voting system during the AGM.
The Company had availed the remote e-voting facility offered by National Securities Depository Umited ("NSDL") for
conducting remote e-voting prior to AGM and conducting e-voting during the AGM by the members of the Company.
The Company had also provided e-voting facility for the members to vote during AGM who were present in the meeting
through VC/DAVM and had not casted their votes on the proposed resolutions through remote e-voting facility, to cast
their vote at the AGM.
My responsibility as a scrutinizer is restricted to making a Scrutinizer's report on the votes casted by the members in
"favour" or "against" on the resolutions contained in the Notice of AGM dated June 27, 2024, based on the reports
generated from the remote e-voting system provided by NSDL and the votes casted by the members present at the
AGM through VC/OAVM.
submit my report as under:
1. After the conclusion of the e-voting at the AGM, the votes cast by members present through VC/OAVM at the AGM
and through remote e-voting facility were downloaded from the e-voting website of in the presence of two witnesses,
i.e. Mrs. Margaret Pinto and Ms. Sai Sriya Bharat Yelkur.
2. I have reviewed the votes casted by the members through remote e-voting process before the AGM and through e-
voting process during the AGM based on the data downloaded from the NSDL e-voting system.
3. The management of the Company is responsible to ensure the compliances with regard to AGM of the members
conducted through VC/OAVM and to organise the process of remote e- voting and e-voting during AGM in accordance
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Consolidated Results
Resolution -1:
Adoption of Audited Financial Statements:
a) The Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2024
together with the Reports of the Board of Directors and Auditors thereon;
b) The Audited Consolidated Financial Statements of the Company for the Financial Vear ended March 31, 2024
together with the Reports of the Auditors thereon;
(i) Voted in favour of the resolution:
Number of Members voted Number of valid votes % of total number of valid votes
cast by them cast
90 18047248 100
(ii) Voted in against the resolution:
Number of Members voted Number of valid votes % of total number of valid votes
cast by them cast
5 101 o
Based on the aforesaid results, we report that Ordinary Resolution as contained in Item No.1 of the Notice of
the AGM dated June 27, 2024 has been passed with requisite majority.
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Resolution -2:
Declaration of Dividend
(i) Voted in favour of the resolution :
Number of Members voted Number of valid votes " of total number of valid votes
cast by them cast
90 18047248 100
(ii) Voted in against the resolution :
Number of Members voted Number of valid votes "of total number of valid votes
cast by them cast
5 101 o
Based on the aforesaid results, we report that Ordinary Resolution as conta ined in Item No. 2 of the Notice of the
AGM dated June 27, 2024 has been passed with requisite majority.
Resolution -3:
Re-Appointment of Director- Mr. Sujit Kumar Varma (DIN : 09075212)
(i) Voted in favour of the resolution:
Number of Members voted Number of valid votes % of total number of valid votes
cast by them cast
89 18047216 100
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(ii) Voted in against the resolution :
Number of Members voted Number of valid votes I" of total number of valid votes
cast by them cast
6 133 o
Based on the aforesaid results, we report that Ord inary Resolution as conta ined in Item NO. 3 of the Notice of the
AGM dated June 27, 2024 has been passed with requisite majority
Resolution -4:
Appointment of Statutory Auditors and Fix their Remuneration :
(i) Voted in favour of the resolution :
Number of Members voted Number of valid votes % of total number of valid votes
cast by them cast
90 18047248 100
(ii) Voted in against the resolution :
Number of Members voted Number of valid votes % of total number of valid votes
cast by them cast
5 101 o
Based on the aforesaid results, we report that Special Resolution as contained in Item No.4 of the Notice of the
AGM dated June 27, 2024 has been passed with requisite majority.
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Resolution -5:
Remuneration to Non-Executive Directors :
(i) Voted in favour of the resolution:
Number of Members voted Number of valid votes % of total number of valid votes
cast by them cast
89 18047216 100
(ii) Voted in against the resolution:
Number of Members voted Number of valid votes % of total number of valid votes
cast by them cast
6 133 o
Ba.sed on the aforesaid results, we report that Special Resolution as contained in Item No.5 of the Notice of the
AGM dated June 27,2024 has been passed with requisite majority.
Resolution -6:
Payment of Remuneration to Mr. N. Jayakumar as Managing Director and Group CEO:
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(i) Voted in favour of the resolution:
Number of Members voted Number of valid votes " of total number of valid votes
cast by them
90 18047248
(ii) Voted in against the resolution :
Number of Members voted Number of valid votes % of total number of valid votes
cast by them cast
5 101 o
Based on the aforesaid results, we report that Special Resolution as contained in Item No.6 of the Notice of the
AGM dated June 27,2024 has been passed with requisite majority.
Resolution - 7:
Change in the Objects Clause for the utilization of fund s raised in the Preferential Issue of Equity Shares
in November 2018:
(i) Voted in favour of the resolution:
Number of Members voted Number of valid votes % of total number of valid votes
cast by them cast
90 18047248 100
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