Agriculture & Allied Industries

Sikko Industries : Postal Ballot

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Sikko Industries Limited

ISO 9001:2015, ISO 14001:2015 & OHSAS 18001:2007 COMPANY

Website: www.sikkoindia.com

CIN: L51909GJ2000PLC037329

Date: September 12, 2022

To,

Listing Compliance Department

National Stock Exchange of India Limited

Exchange Plaza, Bandra Kurla Complex,

Bandra East, Mumbai ‐ 400051

Dear Sir/Madam,

Subject

:

Submission of Notice of Postal Ballot.

Reference

:

Sikko Industries Limited (Symbol: SIKKO)

Please find enclosed herewith copy of the Notice of Postal Ballot of the Company dated September 09, 2022, sent through e‐mail to the shareholders of the Company on today i.e. on September 12, 2022 seeking approval of the members of the Company through Postal Ballot for the resolutions as mentioned in the notice of Postal Ballot.

Pursuant to the MCA Circular No. 14/2020 dated April 8, 2020, Circular No. 17/2020 dated April 13, 2020, Circular No. 22/2020 dated June 15, 2020, Circular No. 33/2020 dated September 28, 2020, Circular No. 39/2020 dated December 31, 2020, Circular No. 10/2021 dated June 23, 2021, Circular No. 20/2021 dated December 08, 2021 and Circular No. 03/2022 dated May 05, 2022 (“MCA Circulars”) and all the circulars issued from time to time, the Company has not sent hard copy of the Notice to the shareholders for this postal ballot. Further, the Company has provided remote e‐voting facility only and has engaged the services of NSDL to provide remote e‐voting facility to the Members of the Company.

Kindly take the same on your record.

For, Sikko Industries Limited

ANKITA KANUBHAI LUNAGARIY A

Digitally signed by ANKITA KANUBHAI LUNAGARIYA

DN: c=IN, postalCode=365601, st=GUJARAT, l=AMRELI, o=Personal, serialNumber=1d4a4451a8e4674f3f9a98136fae11 8e4901ef427f5b26718e07d233b8197d56, pseudonym=823020211021184327272, 2.5.4.20=eafe0bc2258a5c9082adf59485db3745bb 261c2571bf9afacd7ef38ae30c12ac, email=CSANKITALUNAGARIYA@GMAIL.COM, cn=ANKITA KANUBHAI LUNAGARIYA, title=8230 Date: 2022.09.12 18:49:44 +05’30’

Ankita Lunagariya

Company Secretary

Place: Ahmedabad

Encl. a/a

Regd. Office: 508, Iscon Elegance, Nr. Jain Temple, Nr. Prahladnagar Pick up Stand, Vejalpur, Ahmedabad ‐ 380051. Phone No. +91 7966168950 / 66168951 / 27445950 / 27445951; E‐mail: info@sikkoindia.com

Factory:

(Pesticide Unit): 55 A & B, Ambica Estate, At. Iyava, Sanand – Viramgam Highway, Taluka. Sanand, Dist. Ahmedabad.

(Fertilizer Unit): 193/2 & 193/2/2, Ambica Estate, At. Iyava, Sanand – Viramgam Highway, Taluka. Sanand, Dist. Ahmedabad.

SIKKO INDUSTRIES LIMITED

CIN: L51909GJ2000PLC037329

Regd. Off: 508 Iscon Elegance, Nr. Jain Temple, Nr. Prahladnagar Pick up Stand,

Vejalpur, Ahmedabad – 380 051; Telephone: +91 79- 66168950/66168951

Website: www.sikkoindia.com, E-mail: compliance@sikkoindia.com

POSTAL BALLOT NOTICE

[Pursuant to Section 110 of the Companies Act, 2013 read with Rule 22 of the Companies (Management and

Administration) Rules, 2014]

Dear Member(s),

Pursuant to the provisions of Section 108 and 110 and other applicable provisions, if any, of the Companies Act 2013 (“the Act”) read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (as amended from time to time) (“the rules”) and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) and other applicable laws and regulations, Notice is hereby given that the resolutions appended to this notice are proposed to be passed by the members as Special Resolutions through remote electronic voting (remote e-voting).

Pursuant to the MCA Circular No. 14/2020 dated April 8, 2020, Circular No. 17/2020 dated April 13, 2020, Circular No. 22/2020 dated June 15, 2020, Circular No. 33/2020 dated September 28, 2020, Circular No. 39/2020 dated December 31, 2020, Circular No. 10/2021 dated June 23, 2021, Circular No. 20/2021 dated December 08, 2021 and Circular No. 03/2022 dated May 05, 2022 (“MCA Circulars”) and all the circulars issued from time to time, companies were advised to take all decisions requiring members’ approval, other than items of ordinary business or business where any person has a right to be heard, through the mechanism of postal ballot / e-voting in accordance with the provisions of the Companies Act and rules made thereunder, without holding a general meeting that requires physical presence of members at a common venue.

This Postal Ballot is accordingly being initiated in compliance with the MCA Circulars. Further, in compliance with the said MCA Circulars, hard copy of Postal Ballot Notice, Postal Ballot Forms and pre-paid business envelope, will not be sent to the shareholders for this Postal Ballot. The Company will send Postal Ballot Notice by email to all its shareholders who have registered their email addresses with the Company or depository / depository participants and the communication of assent / dissent of the members will only take place through the remote e-voting system.

The Board of Directors of the Company now proposes to obtain the consent of the shareholders by way of Postal Ballot for the matters as considered in the Resolutions appended below. Proposed resolutions, along with explanatory statement pertaining to the said resolutions, pursuant to Section 102(1) of the Companies Act, 2013, setting out the information and material facts, is appended herewith for your consideration.

Shareholders are requested to carefully read the instructions indicated in this Notice and communicate their assent (for) or dissent (against) through remote e-voting only. Shareholders are requested to follow the procedure as stated in the notes and instructions for casting of votes by remote E-voting.

The remote e-voting facility is available at the link: www.evoting.nsdl.com from Wednesday, September 14, 2022 (09:00 A.M.) to Thursday, October 13, 2022 (05:00 P.M.). Please refer to the instructions for casting votes by remote e-voting at the end of this Notice for the purpose and the manner in which e-voting has to be carried out. Only members entitled to vote (Refer to Point 7 of the Notes attached with this notice) are entitled to vote through the remote e-voting facility provided the Company through NSDL.

The board of directors of the company has appointed CS Anand Lavingia, Company Secretary in Practice (COP No. 11410) as Scrutinizer for conducting the postal ballot and remote e-voting process in a fair and transparent manner.

The scrutinizer will submit the report to the Chairman after the completion of scrutiny of votes recorded through remote e voting. The results of voting by means of remote e-voting will be announced on or before Saturday, October 15, 2022 at the Registered Office of the Company and also by placing the same on the company’s website – www.sikkoindia.com and communicated on the same day to stock exchange, registrar and share transfer agent and e-voting agency.

By order of the Board of Directors,

Sikko Industries Limited

Sd/-

Place: Ahmedabad

Jayantibhai Mohanbhai Kumbhani

Date: September 09, 2022

Managing Director (DIN: 00587807)

Notice of Postal Ballot | 1

SIKKO INDUSTRIES LIMITED

CIN: L51909GJ2000PLC037329

Regd. Off: 508 Iscon Elegance, Nr. Jain Temple, Nr. Prahladnagar Pick up Stand,

Vejalpur, Ahmedabad – 380 051; Telephone: +91 79- 66168950/66168951

Website: www.sikkoindia.com, E-mail: compliance@sikkoindia.com

SPECIAL BUSINESSES

Item No. 1:

To alter Main Object Clause of Memorandum of Association of the Company by way of addition of Objects related to Pharmaceutical Products and Agriculture Commodities:

To consider and if thought fit, to pass the following resolutions as Special Resolutions:

RESOLVED THAT pursuant to the provisions of Sections 4, 13 and other applicable provisions, if any, of the Companies Act, 2013 (the “Act”) read with applicable rules made thereunder, including any statutory modification(s) or re-enactment(s) thereto for the time being in force, and subject to the approval of the Registrar of Companies, the consent of the Members be and is hereby accorded for alteration of Main Object Clause i.e. Clause

  1. [A] of the Memorandum of Association of the Company by adding the following clauses as Sub Clause 3 and 4 in after existing Sub Clause 2 of Clause III [A] in the Memorandum of Association of the Company:

“3. To manufacture, formulate, process, develop, refine, import, export, wholesale and/or retail trade all kinds of pharmaceuticals, surgical with surgical instruments, antibiotics, drugs, medicines, biologicals, nutraceuticals, healthcare, Ayurvedic and dietary supplement products, medicinal preparations, vaccines, chemicals, chemical products, dry salters, mineral waters, wines, cordials, liquors, soups, broths and other restoratives or foods and also to deal in medicinal goods such as surgical instruments, contraceptives, photographic goods, oils, perfumes, cosmetics, patent medicines, soaps, artificial limbs, hospital requisites, proprietary medicines, veterinary medicines and tinctures extracts and to carry on the business of vialling, bottling, repacking, processing of tablets, capsules, syrups, injections, ointments, etc. and also to carry on the business of chemists, druggists, buyers, sellers, agents, distributors and stockists of all kinds of pharmaceuticals and allied products.”

“4. To carry on business of export, import, buying, selling, processing, and trading of agricultural commodities of all kinds such as fruits, vegetables, pulses, grains, spices or any other agro commodities or produce whatsoever including processed foods.”

RESOLVED FURTHER THAT the Board of Directors of the Company (the “Board” which term shall be deemed to include its committees also) or Company secretary so authorized by the Board, be and are hereby authorized to do all acts, deeds, matters and things as may, in their absolute discretion, be deemed necessary, expedient, proper or desirable to give effect to the resolution including filings of statutory forms and to settle any matter, question, difficulties or doubts that may arise in this regard and accede to such modifications and alterations to the aforesaid resolution as may be suggested by the Registrar of Companies without requiring the Board to secure any further consent or approval of the Members of the Company; and that the Members of the Company are hereby deemed to have given their approval thereto expressly by the authority of this resolution and acts and things done or caused to be done shall be conclusive evidence of the authority of the Company for the same.”

Item No. 2:

To increase the Authorised Share Capital of the Company and make consequent alteration in Clause V of the Memorandum of Association:

To consider and if thought fit, to pass the following resolutions as Special Resolutions:

RESOLVED THAT pursuant to the provisions of Section 13, 61, 64 and other applicable provisions, if any of the Companies Act, 2013 and rules framed thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), the approval of the Members of the Company be and is hereby accorded for increasing the Authorised Share Capital of the Company from Rupees 12,00,00,000/- (Rupees Twelve Crores only) divided into 12000000 (One Crore Twenty Lakh) Equity Shares of Rupees 10/- (Rupees Ten Only) each to Rupees 17,50,00,000/- (Rupees Seventeen Crores Fifty Lakh Only) divided into 17500000 (One Crore Seventy Five Lakh) Equity Shares of Rupees 10/- (Rupees Ten Only) each and that existing Clause V of the Memorandum of Association of the Company be replaced with following new Clause V:

“V. The Authorised Share Capital of the Company is Rupees 17,50,00,000/- (Rupees Seventeen Crores Fifty Lakh Only) divided into 17500000 (One Crore Seventy Five Lakh) Equity Shares of Rupees 10/- (Rupees Ten Only) each.”

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board be and is hereby authorised to do all such acts, deeds, matters and things as they may in their absolute discretion deem necessary, proper or desirable and to settle any question, difficulty or doubt that may arise in this regard and to sign and execute all necessary documents, applications, returns and writings as may be necessary, proper, desirable or expedient, in the best interest of the Company.”

Notice of Postal Ballot | 2

SIKKO INDUSTRIES LIMITED

CIN: L51909GJ2000PLC037329

Regd. Off: 508 Iscon Elegance, Nr. Jain Temple, Nr. Prahladnagar Pick up Stand,

Vejalpur, Ahmedabad – 380 051; Telephone: +91 79- 66168950/66168951

Website: www.sikkoindia.com, E-mail: compliance@sikkoindia.com

Item No. 3:

To consider and approve the issuance of Bonus Equity Shares:

To consider and if thought fit, to pass the following resolutions as Special Resolutions:

RESOLVED THAT in accordance with Section 63 of the Companies Act, 2013 (“Act”) read with Rule 14 of the Companies (Share Capital and Debentures) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and subject to all other applicable provisions, if any, of the Act read with applicable rules, circulars and notifications for the time being in force and subject to regulations/guidelines issued by the Securities and Exchange Board of India (SEBI) (as amended from time to time), including the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Reserve Bank of India (RBI) and on recommendation of the Board of Directors (hereinafter referred to as ‘the Board’) and subject to such approvals, consents, permissions and sanctions as may be necessary from appropriate authorities including the Stock Exchange where the equity shares of the Company are listed, consent and the approval of the Members of the Company be and is hereby accorded to the Board of Directors of the Company, for capitalization of Rupees 5,60,00,000/- (Rupees Five Crore Sixty Lakh Only) out of sum outstanding to the credit of the Free Reserves as per the audited financial statement of the company for the financial year ended on March 31, 2022, or such other amount as may be considered necessary by the Board for the purpose of issue of Bonus Equity Shares of Rupees 10/- (Rupees Ten only) each, credited as fully paid-up to the existing holders of the Equity Shares of the Company, whose names appear in the Register of Members maintained by the Company / RTA / List of Beneficial Owners as received from the National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) as on record date as determined by the Board, in the proportion of 1 (One) Bonus fully paid-up Equity Share of Rupees 10/- (Rupees Ten only) each for every 2 (Two) existing fully paid-up Equity Shares of Rupees 10/- (Rupees Ten only) each held by Member / Beneficial Owner and that the Bonus Equity Shares so distributed shall, for all purposes, be treated as an increase in the paid- up capital of the Company;

RESOLVED FURTHER THAT the Bonus Equity Shares so allotted shall be subject to the Memorandum and the Articles of Association of the Company and shall rank pari-passu in all respects with the fully paid-up Equity Shares of the Company;

RESOLVED FURTHER THAT if as a result of implementation of this resolution, any member becomes entitled to a fraction of new Equity Share(s) to be allotted as Bonus Equity Shares, the Company shall not issue any certificate or coupon in respect of such fractional shares but the total number of such new Equity Shares representing such fractions shall be allotted by the Board to a nominee or nominees to be selected by the Board who would hold them as trustee for the Equity Shareholders who would have been entitled to such fractions in case the same were issued and such nominee(s) will as soon as possible sell such Equity Shares allotted at the prevailing market rate and the net sale proceeds of such shares after adjusting the cost, expenses and taxes, if any in respect thereof be distributed among such members who are entitled to such fractions in the proportion of their respective holdings and fraction thereof;

RESOLVED FURTHER THAT no letter of allotment shall be issued in respect of the Bonus Equity Shares and in the case of Members who hold Equity Shares in dematerialized form, the Bonus Equity Shares shall be credited to the respective beneficiary accounts of the Members, held with their respective Depository Participants and in the case of Members who hold Equity Shares in physical form, the Share Certificates in respect of the Bonus Equity Shares shall be dispatched, within such time as prescribed by law and the relevant authorities;

RESOLVED FURTHER THAT the issue and allotment of the Bonus Equity Shares to Non-Resident Indians, Foreign Institutional Investors (FIIs) & other foreign investors, shall be subject to the approval of the Reserve Bank of India and such other Regulatory authorities, as may be necessary;

RESOLVED FURTHER THAT the Board of Directors of the Company and/or a duly constituted Committee thereof, be and is hereby authorized to take necessary steps for listing of Bonus Equity Shares on the stock Exchanges where the securities of the Company are listed, as per the applicable guidelines, rules and regulations and further authorized to do all such acts, deeds, matters and things and to give such directions as may be necessary or expedient and to settle any question, difficulty or doubt that may arise in this regard as the Board in its absolute discretion may deem necessary or desirable and its decision shall be final and binding.”

By order of the Board of Directors,

Sikko Industries Limited

Sd/-

Place: Ahmedabad

Jayantibhai Mohanbhai Kumbhani

Date: September 09, 2022

Managing Director (DIN: 00587807)

Notice of Postal Ballot | 3

SIKKO INDUSTRIES LIMITED

CIN: L51909GJ2000PLC037329

Regd. Off: 508 Iscon Elegance, Nr. Jain Temple, Nr. Prahladnagar Pick up Stand,

Vejalpur, Ahmedabad – 380 051; Telephone: +91 79- 66168950/66168951

Website: www.sikkoindia.com, E-mail: compliance@sikkoindia.com

Notes:

  1. Pursuant to Section 102(1) of the Companies Act 2013 and Secretarial Standard II on General Meeting, an explanatory Statement setting out material facts relating to the proposed resolutions are appended to this notice.
  2. In compliance with the provisions of Sections 108 and other applicable provisions, if any, of the Companies Act, 2013, read with Rule 20 of the Companies (Management & Administration) Rules, 2014, the Company is pleased to offer remote e-voting facility to all members of the Company. The Company has entered into an agreement with National Securities Depository Limited (“NSDL”) for facilitating remote e-voting.
  3. This notice is sent to all the Members whose names appear in the Register of Members / Record of Depositories as on Friday, September 09, 2022 by email to those members who have registered their email IDs with the Company / Depository. Voting rights shall be reckoned in proportion to the number of shares registered in the name(s) of Members as on Friday, September 09, 2022.
  4. Pursuant to the MCA Circulars, the Company will send this Notice in electronic form only and hard copy of this Notice along with postal ballot forms and pre-paidself-addressed business envelope will not be sent to the shareholders for this postal ballot. Accordingly, the communication of the assent or dissent of the members would take place through the remote e-voting system only. Therefore, those shareholders who have not yet registered their e-mail address are requested to get their e-mail addresses submitted, by following the procedure given below:
    1. In case shares are held in physical mode, please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to compliance@sikkoindia.com.
    2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to compliance@sikkoindia.com.
    3. Alternatively, member may send an e-mail request to evoting@nsdl.co.in for obtaining User ID and Password by proving the details mentioned in Point (a) or (b) as the case may be.
    4. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.
  5. Any query/grievance may please be addressed to Ms. Ankita Lunagariya, Company Secretary with respect to the voting by remote electronic means at: Email id: compliance@sikkoindia.com or to NSDL at evoting@nsdl.co.in.
  6. The members have to vote through remote e-voting platform only.
  7. The Portal for remote E-voting will remain open for the Members for exercising their remote e-voting during Wednesday, September 14, 2022 (09:00 A.M.) to Thursday, October 13, 2022 (05:00 P.M.) (Both days inclusive). During this period, the Members of the Company holding equity shares either in physical form or dematerialised form, as on Friday, September 09, 2022 (‘cut-off date’), may cast their vote electronically. Once vote on a resolution is cast by the member, he/ she shall not be allowed to change it subsequently or cast the vote again. Please note that remote E-voting module shall be disabled for voting by NSDL after the last date and time.
  8. A member need not use all his / her / its votes nor does he / she / it need to cast all his / her / its votes in the same way.
  9. The Scrutinizer’s decision on the validity of the voting shall be final.
  10. A copy of the Postal Ballot Notice is also available on the website of the Company viz. www.sikkoindia.com and e-voting website viz. www.evoting.nsdl.com and at the corporate announcement section of the website of the National Stock Exchange of India Ltd on which the equity shares of the Company are listed.
  11. The Board of Directors have appointed CS Anand Lavingia, Company Secretary in Practice (COP No. 11410) as Scrutinizer for conducting the Postal Ballot and remote e-voting process in a fair and transparent manner and to receive and scrutinize the votes received through remote e-voting platform. After completion of the scrutiny of votes received, the scrutinizer will submit the report to the Chairman of the Company.

Notice of Postal Ballot | 4

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Sikko Industries Ltd. published this content on 12 September 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 September 2022 14:09:07 UTC.

Publicnow 2022

All news about SIKKO INDUSTRIES LIMITED

Sales 2022 510 M
6,43 M
6,43 M
Net income 2022 18,8 M
0,24 M
0,24 M
Net Debt 2022 14,3 M
0,18 M
0,18 M
P/E ratio 2022 32,5x
Yield 2022
Capitalization 1 398 M
17,6 M
17,6 M
EV / Sales 2021 0,88x
EV / Sales 2022 1,22x
Nbr of Employees 32
Free-Float 99,0%

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