SEC/48/2017-63 September 28, 2023
The Manager The Manager
Compliance Department Compliance Department
BSE Limited The National Stock Exchange of India Ltd.
Phiroze Jeejeebhoy Tower Exchange Plaza
Dalal Street Bandra - Kurla Complex, Bandra (East)
Mumbai – 400 001 Mumbai – 400 051
Scrip Code/Symbol: 540678/COCHINSHIP
Dear Sir/Madam,
Subject: 51st Annual General Meeting (AGM) and the Summary of
Proceedings
1. We wish to inform you that the 51st AGM of the Company was held today and
the business mentioned in the Notice dated September 05, 2023 was transacted.
2. In this regard we are enclosing the summary of the proceedings as required
under Regulation 30, Part A of Schedule III to the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
3. This is for your information and record please.
Thanking you,
For Cochin Shipyard Limited
Digitally signed
by Syamkamal
N
Date:
2023.09.28
16:09:18 +05'30'
Encl : As above
SUMMARY OF PROCEEDINGS OF THE 51ST ANNUAL GENERAL MEETING OF THE
COMPANY HELD ON SEPTEMBER 28, 2023 AT 11:00 HRS. THROUGH VIDEO
CONFERENCING (“VC”) / OTHER AUDIO VISUAL MEANS (“OAVM”)
1. Pursuant to Regulation 30 read with Part A of Schedule III to the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), it is hereby
informed that the 51st Annual General Meeting (“AGM”) of the Company was duly held on
September 28, 2023 at 11:00 hrs. through Video Conferencing (“VC”) / Other Audio Visual
Means (“OAVM”).
2. Shri Madhu Sankunny Nair, Chairman and Managing Director, chaired the meeting. The
number of Shareholders as on cut-off date i.e., September 21, 2023 was 2,60,576.
3. The Chairman and Managing Director called the meeting to order as requisite quorum
was present and he introduced the Nominee of the President of India, Directors, Secretarial
Auditors and Statutory Auditors attending the meeting.
4. The Chairman thanked the Shareholders for joining the meeting and informed that, the
meeting is being held through VC/OAVM in compliance with the circulars issued by the Ministry
of Corporate Affairs and the Securities and Exchange Board of India.
5. With the consent of the Members present at the meeting, the notice convening the 51st
Annual General Meeting, the Directors’ Report, Secretarial Auditors Report, Statutory Auditors’
Report and the Financial Statements for the financial year ended March 31, 2023 were taken as
read. Secretarial Auditors Report, Standalone and Consolidated Reports of the Independent
Auditors as well as the Comptroller & Auditor General of India (C&AG) for the financial year
ended March 31, 2023 did not have any qualification.
6. The Chairman after delivering a short presentation on the performance and future
prospects of the Company, asked the Company Secretary to explain the sequence of meeting
and process of voting on the resolutions in the meeting.
7. The Company Secretary informed the Members that, pursuant to the provisions of the
Companies Act, 2013, the Rules framed thereunder and the Listing Regulations, the Company
had provided the remote e-voting facility to the members of the Company in respect of the
resolutions to be passed at the meeting. The remote e-voting commenced on September 25,
2023 at 09:00 hrs. and ended on September 27, 2023 at 17:00 hrs.
8. He further informed that, e-voting facility during the meeting has been made available
through the voting page of NSDL e-voting website for the members present via VC/OAVM and
who had not casted their vote through remote e-voting.
9. The Company had appointed Shri Arun K Kamalolbhavan, Partner, M/s. Mehta & Mehta,
Company Secretaries, Mumbai, as the scrutinizer for the purpose of scrutinizing the process of
remote e-voting and e-voting process during the AGM.
10. The Chairman invited comments and questions from the Members, who had registered
themselves as Speakers. Queries raised by the Members with respect to ESG, workforce,
stock split, risk factors, R&D, pilot projects, business operations, order book, financial prospects,
peak capacity, subsidiaries, future development plans of CSL etc., were answered by the
Chairman and Managing Director.
11. The following businesses were transacted at the 51st Annual General Meeting:
Sl.
Particulars Type of Resolution
No.
1. To receive, consider and adopt the audited standalone financial Ordinary Resolution
statements of the Company for the financial year ended March
31, 2023, together with the Reports of the Board of Directors’
and the Auditors’ thereon.
2. To receive, consider and adopt the audited consolidated Ordinary Resolution
financial statements of the Company for the financial year
ended March 31, 2023, together with the Report of the
Auditors’ thereon.
3. To confirm the payment of first interim dividend of ₹7.00 (70%) Ordinary Resolution
per equity share and second interim dividend of ₹7.00 (70%)
per equity share and to declare final dividend of ₹3.00 (30%)
per equity share (face value ₹10/-) for the financial year 2022-
23.
4. To appoint a Director in place of Shri Madhu Sankunny Nair Ordinary Resolution
(DIN: 07376798), who retires by rotation and being eligible,
offers himself for re-appointment.
5. To authorize the Board of Directors to fix the remuneration of Ordinary Resolution
the Auditors appointed by the Comptroller and Auditor General
of India (C&AG) for the financial year 2023-24.
6. To ratify the remuneration of ₹1,50,000 per annum (plus Ordinary Resolution
applicable tax) to the Cost Auditors, M/s. Rajendran Mani and
Varier, for the financial year 2023-24.
7. Approval of extension of tenure of Shri Bejoy Bhasker (DIN: Ordinary Resolution
08103825), as Director (Technical)
8. Approval of appointment of Shri Rajesh Kumar Sinha IAS (DIN: Ordinary Resolution
05351383) as Part-time official (Nominee) Director
9. Approval of appointment of Shri Biju Prabhakar IAS Ordinary Resolution
(DIN:03093072) as Part-time official (Nominee) Director
12. The Chairman authorised the Company Secretary to conduct the voting procedure and
informed that the requisite quorum was present throughout the meeting.
13. The Members were informed that, the e-voting facility will remain open for the next 30
minutes and the consolidated voting results cast through remote e-voting and e-voting at the
Annual General Meeting on all resolutions once finalised shall be communicated to the Stock
Exchanges viz., BSE Limited and National Stock Exchange of India Limited and also placed on
the Company's website www.cochinshipyard.in within 48 hours of conclusion of the Annual
General Meeting of the Company.
14. The Chairman thanked the Members, Nominee of the President of India, Directors,
Secretarial and Statutory Auditors for attending the meeting.
15. The meeting concluded at 12:15 hrs. Subsequently, the Members present at the meeting
casted their votes.
16. Kindly take this intimation on record.
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