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Thakkers Group Limited: Subject

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7 views12 pages

Thakkers Group Limited: Subject

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dattavi98thaker
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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THAKKERS GROUP LIMITED

(Formerly known as ASIAN FOOD PRODUCTS LTD)


Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/
Date: March 16, 2024
To,
Bombay Stock Exchange Limited
Phiroze Jeejeebhoy Towers,
25th Floor, Dalal Street,
Fort, Mumbai – 400 001

Script Code: 507530


Through BSE Listing Centre

Subject: Notice of First (1st) Extra Ordinary General Meeting of the Company for the Financial year 2024-25
pursuant to Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended (‘Listing Regulations’)

Dear Sir/Madam,

We wish to inform you that the First (1st) Extra Ordinary General Meeting (EGM) of the Financial year 2024-25 of
Thakkers Group Limited (“the Company“) will be held on Monday, April 08, 2024, at 11.00 a.m. through Video
conferencing (“VC”)/other audio-visual means (“OAVM”) in accordance with the its Circular No. 20/2020 dated May
05, 2020 read with General Circular No. 14/2020, General Circular No.17/2020 dated April 08, 2020, General Circular
No. 09/2023 dated September 25, 2023 read with relevant circulars issued by the MCA and Securities and Exchange
Board of India.

The venue of the meeting shall be deemed to be the registered office of the Company situated at 7, Thakkers Near
Nehru Garden, Nashik, Maharashtra, India – 422001.

The Notice has been circulated to members of the Company on March 16, 2024. Further, the Notice is also uploaded on
the website of the Company at https://asianfoodproduct.in/.

The remote e-voting shall commence on April 05, 2024, at 9.00 a.m. and ends on April 07, 2024, at 5.00 p.m. Further,
the Company’s Register of Members and Share Transfer Books will remain closed from April 02, 2024, to April 08,
2024. (Both days inclusive) for the EGM of the Company to be held on Monday, April 08, 2024.

The Company has fixed April 01, 2024, as the "cut-off date" for the purpose of determining the members eligible to
vote on all the resolutions set out in the EGM Notice.

Kindly take the same on record.


Thank you.
Yours faithfully,

For Thakkers Group Limited


(Formerly known as Asian Food Products Limited)
Gaurav
Digitally signed by Gaurav Jitendra Thakker
DN: c=IN, st=Maharashtra,
2.5.4.20=6ae4036c195de68f78cf924fa1acf8236e3339c1768
7eaffe32cd693d9009909, postalCode=422005,

Jitendra
street=GANGAPUR ROAD,THAKKER BUNGLOW THAKKER
NAGAR M R THAKKER ROAD,Nashik,Bhonsala Military
School,Nashik,
pseudonym=3329e09d591e450202de19a278f234ac,

Thakker
serialNumber=914259d5519c96a41c715202c882ab65f662
e703b35f88cc215b0535b5a23377, title=3291, o=Personal,
cn=Gaurav Jitendra Thakker
Date: 2024.03.16 18:25:31 +05'30'

Gaurav Thakker
Director
DIN: 01587854
Place: Nashik

Enclosed: Copy of Notice of EGM for the Financial year 2024-25


Copy to:
National Securities Depository Limited The Central Depository Services (India) Limited
Address: Trade World, 4th Floor, Kamala Limited Address: Phiroze Jeejeebhoy Towers, 28th Floor, Dalal Street,
Mills Compound, Lower Parel, Mumbai – 400 013, Mumbai – 400 023
Maharashtra, India
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/

NOTICE FOR EXTRA-ORDINARY GENERAL MEETING

NOTICE is hereby given that the First Extra Ordinary General Meeting for the year 2024-25 of the
Members of the Company will be held on Monday, 8th April 2024 at 11.00 A.M., through Audio
Video Conferencing through Zoom App.

The venue of the meeting shall be deemed to be the registered office of the Company at 7, Thakkers,
Near Nehru Garden, Nashik – 422 001 to transact the following business:

SPECIAL BUSINESS:

1. APPROVAL OF SHAREHOLDERS FOR SHIFTING OF REGISTERED OFFICE OF THE


COMPANY OUTSIDE LOCAL LIMITS:

To consider and if thought fit, to pass the following Resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 12(4) of the Companies Act, 2013 (“the
Act”), the Companies (Incorporation) Rules, 2014 and other applicable provisions of the Act and
the rules made thereunder (including any amendments, re-enactments or modifications made thereof
for the time being in force), the Memorandum and Articles of Association of the Company, the
applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the circulars, notifications and clarifications issued thereunder and any other applicable law
for the time being in force, the approval of members of the Company be and is hereby accorded to
shift the registered office of the Company from 7, Thakkers Near Nehru Garden, Nashik,
Maharashtra, India – 422 001 to 1414, 14th floor, One Lodha Place, Senapati Bapat Marg, Lower
Parel, Mumbai – 400 013 with effect from April 15, 2024.

RESOLVED FURTHER THAT any of Directors of the Company or Key Managerial Personnel
of the Company be and are hereby severally authorized severally to file the necessary forms and
documents with the office of the Registrar of Companies, Mumbai, the Stock Exchanges, the
Depositories, Registrar and Share Transfer Agent of the Company and take suitable action for
implementation of the above resolution.

RESOLVED FURTHER THAT pursuant to the provisions of Section 12(3) of the Companies
Act, 2013 the registered office address of the Company mentioned in all the official documents,
papers, letterheads, reports be changed with the new address and all the offices/ premises occupied
by the Company shall display the new registered office address of the Company and the requisite
stakeholders be communicated regarding the same.”

1
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/
2. APPROVAL TO CREATE CHARGES, MORTGAGE, HYPOTHECATION ON THE
IMMOVABLE AND MOVABLE PROPERTIES OF THE COMPANY UNDER SECTION
180(1)(A) OF THE COMPANIES ACT, 2013 AND REGULATION 37A OF SEBI (LISTING
OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015:

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 other applicable
provisions, if any, of the Companies Act, 2013 and the rules made thereunder (including any
statutory modifications or re-enactment thereof, for the time being in force) read with Regulation
37A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Articles of
Association of the Company, the consent of the members be and is hereby accorded to the Board of
Directors of the Company (which shall be deemed to mean any Committee or person(s) authorised
by the Board of Directors in its behalf) to pledge, mortgage, lien, hypothecate and/or create charge,
whether fixed or floating (in addition to any other hypothecation, pledge, lien. Mortgage, charges
created/to be created by the Company), in such form and manner and with such ranking and at such
time and on such terms as the Board may determine, on all or any of the immovable properties and
movable assets (both tangible and intangible) of the Company, both present and future, and the
whole or substantially the whole of the undertaking(s) or any properties of the Company where so
ever situated, in favor of banks, financial institutions, investors, debenture holders or any other
lenders and their agents or trustees (together, the "Lenders") to secure any borrowings, debentures,
financial assistance or financial indebtedness availed by the Company or any third party from time
to time in terms of the financing documents, or any other documents, entered into or to be entered
into between the Company and any Lender(s) in respect of the Financial Indebtedness, on such terms
and conditions as may be agreed between the Company and any Lender(s), provided that the
maximum extent of the Financial Indebtedness secured by the assets of the Company does not
exceed the limits approved by the Shareholders in accordance with Section 180(1)(c) of the
Companies Act, 2013.

RESOLVED FURTHER THAT for the purpose of giving effect to the above resolution any of the
Director(s) or Company Secretary of the Company be and is/are hereby severally authorized to take
such steps as may be necessary for obtaining approvals, statutory or otherwise, in relation to the
above and to all matters arising out of and incidental thereto and to sign and to execute deeds,
applications, documents and file returns with Registrar of Companies, that may be required, on
behalf of the Company and generally to do all such acts, deeds, matters and things as may be
necessary, proper, expedient or incidental for giving effect to this resolution.

RESOLVED FURTHER THAT any of the Director/s of the Company and/or Company Secretary
of the Company be and is/are hereby severally authorized to sign the certified true copy of the
resolution to be given as and when required."

2
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/
3. APPROVAL TO BORROW MONIES UNDER 180(1)(c) OF THE COMPANIES ACT, 2013:

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) (c) and other applicable
provisions, if any, of the Companies Act, 2013 and the rules made thereunder (including any
statutory modifications or re-enactment thereof, for the time being in force) and Articles of
Association of the Company, the applicable regulations, rules, circulars issued by SEBI in this
regard, the consent of the members be and is hereby accorded to the Board of Directors of the
Company(which shall be deemed to mean any Committee or person(s) authorised by the Board of
Directors in its behalf) for borrowing from time to time, as it may think fit, any sum or sums of
money in any currency on such terms and conditions as the Board may deem fit. by way of loans,
issuance of bonds, notes, debentures or other securities whether convertible into equity/ preference
shares or not, from banks, financial or other institution(s), investors, mutual fund(s), or any other
persons, up to an amount of Rs.100,00,00,000/-(Rupees Hundred Crores Only) outstanding at any
point of time, notwithstanding that the monies to be borrowed, together with the monies already
borrowed by the Company (apart from the temporary loans obtained from the Company's bankers
in the ordinary course of business). may exceed the aggregate, for the time being, of the paid-up
share capital, free reserves that is to say, reserves not set apart for any specific purpose and securities
premium at any point of time.

RESOLVED FURTHER THAT for the purpose of giving effect to the above resolution any of the
Directors of the Company or Company Secretary of the Company, be and are hereby severally
authorised to take such steps as may be necessary for obtaining approvals, statutory or otherwise, in
relation to the above and to all matters arising out of and incidental thereto and to sign and to execute
deeds, applications, documents and file returns with Registrar of Companies, Mumbai or any other
stakeholders, that may be required, on behalf of the Company and generally to do all such acts.
deeds, matters and things as may be necessary, proper, expedient or incidental for giving effect to
this resolution.

RESOLVED FURTHER THAT any of the Director/s of the Company or Company Secretary of
the Company be and are hereby authorised to sign the certified true copy of the resolution to be
given as and when required."

REGD. OFF.:- By Order of the Board of Directors


7, Thakkers
Near Nehru Garden,
Nashik 422 001

PLACE: NASHIK GAURAV THAKKER


DATE: 16.03.2024 DIN: 01587854

3
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/
EXPLANATORY STATEMENT
(Pursuant to Section 102 of the Companies Act, 2013)

For item 1:

The registered office of the Company is presently situated at 7, Thakkers Near Nehru Garden,
Nashik, Maharashtra, India – 422 001 Maharashtra, India. With a view to improve the operational
efficiency of the Company, the Board of Directors is proposing for shifting of the registered office
of the Company to 1414, 14th floor, One Lodha Place, Senapati Bapat Marg, Lower Parel, Mumbai
- 400 013 Maharashtra, India. The Board of Directors have approved the proposal to shift the
registered office of the Company with effect from April 15, 2024, at their Meeting held on 14 th
March, 2024.

In accordance with the provisions of Section 12(5) of the Companies Act, 2013, except on the
authority of a special resolution passed by the Company, the registered office of the company shall
not be changed, outside the local limits of any city, town or village where such office is situated.

Accordingly, the approval of the members is sought by way of a Special Resolution as mentioned
in Item No. 1 of the accompanying Notice, for shifting of the Registered Office outside local limits
within the jurisdiction of the same Registrar of Companies i.e. ROC Mumbai.

The Board recommends the passing of this resolution as a Special Resolution.

None of the Directors, key managerial personnel and their relatives are, in any way, concerned or
interested, financially or otherwise, in this resolution, except to the extent of their respective
shareholding in the Company.

For item 2 and 3 :

The members are requested to note that the Board of Directors of a Company shall not, except
with the consent of Company by a Special Resolution borrow money where the money together
with the money already borrowed, if any (apart from temporary loans obtained from the
Company's bankers in the ordinary course of business), exceed the aggregate of the paid-up capital,
free reserves and securities premium as per the provisions of Section 180(1)(c) of the Companies
Act, 2013 ("the Act"). In this regard, it is proposed to approve to authorize the Board of Directors
(which shall be deemed to include any Committee or person(s), jointly or severally, authorised by
the Board of Directors in its behalf) by way of a Special Resolution under Section 180(1)(c) of the
Companies Act, 2013, borrowings over and above the aggregate of paid-up share capital and free
reserves of the Company provided that the total amount of such borrowings together with the
amounts already borrowed and outstanding at any point of time shall not be in excess of Rs. 100
Crores (Rupees Hundred Crores only).

The Members are further informed that the borrowings of the Company are in general required to
be secured by suitable mortgage or charge on all or any of the movable or immovable properties
of the Company, in such form, manner and ranking as may be determined by the Board of

4
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/
Directors/ any of its authorized Committee of the Company from time to time, in consultation with
the lender(s).

Further, the Company may create a mortgage and/or charge on its movable and/or immovable
properties and/or the whole or any part of the undertaking(s) in favour of the
lenders/agent(s)/trustees etc. and in certain events of default by the Company, any invocation of
charge may be regarded as disposal of the Company's undertaking(s) within the meaning of Section
180 (1) (a) of the Companies Act, 2013. Hence it shall be necessary to obtain approval for the
same from the Shareholders.

It is therefore necessary for the members to pass a Special Resolution under Section 180(1)(a) and
Section 180(1)(c) of the Companies Act, 2013, as set out at No. 2 & 3 of the Notice, to enable the
Board of Directors to borrow money up to Rs. 100 Crores (Rupees Hundred Crores only) and inter
alia, authorise the Board to secure its borrowing by mortgage / charge on any of the movable and/or
immovable properties and/or the whole or any part of the undertaking(s) of the Company as per
the limits approved by shareholders under Section 180(1)(c) of the Companies Act, 2013.

The Board is further informed that pursuant to the SEBI (Listing Obligations and Disclosure
Requirements) (Second Amendment) Regulations, 2023, Regulation 37 A of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 provides for Sale, Lease or Dispose
of Undertaking outside Scheme of Arrangement which requires approval of requisite majority for
sale, lease or otherwise dispose of the undertaking of the Company which is similar to the
provisions enumerated in Section 180(1)(a) of the Companies Act, 2013. Hence approval of
shareholders shall also be required under the aforesaid regulation.

However, the aforesaid regulation shall not be applicable where sale, lease or otherwise disposal
of the whole or substantially the whole of the undertaking of a listed entity is by virtue of a
covenant covered under an agreement with a financial institution regulated by or registered with
the Reserve Bank of India or with a Debenture Trustee registered with the Board.

Disclosures as per Regulation 37A of SEBI (LODR) Regulation, 2015 read with Section 180
of the Companies Act, 2013:

The above resolution is being passed with the rationale that in the event any charge is invoked by
the Charge holder over any of the mortgaged properties of the Company against which loan has
been taken, it would amount to disposal of Undertaking. In case of the occurrence of such an event,
the proceeds of the disposal of the undertaking would be used to repay the defaulted amount.

The above proposal is in the interest of the Company and the Board recommends the Resolution
as set out in Item No. 2 & 3 for approval of the members of the Company by way of Special
Resolution.

None of the Directors, key managerial personnel and their relatives are, in any way, concerned or
interested, financially or otherwise, in this resolution, except to the extent of their respective
shareholding in the Company.

5
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/

NOTES FOR MEMBERS ATTENTION:

1. In view of the General Circular No. 09/2023 dated September 25, 2023 and General Circular
No.02/2022 dated 05.05.2022, Companies to conduct their Extra Ordinary General Meeting
(EGM) on or before 30th September, 2024 in accordance with the requirement laid down in
para 3 & para 4 of the General Circular No. 20/2020 dated May 05, 2020. Hence, Members
can attend and participate in the ensuing EGM through VC/OAVM. In compliance with the
provisions of the Companies Act, 2013 (“Act”), SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and abovementioned MCA
Circulars, the EGM of the Company is being held through VC / OAVM.

2. Pursuant to the provisions of the Act, a member entitled to attend and vote at the EGM is
entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a
Member of the Company. Since this EGM is being held pursuant to the MCA Circulars
through VC / OAVM, physical attendance of Members has been dispensed with.
Accordingly, the facility for appointment of proxies by the Members will not be available
for the EGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice.

3. The Securities and Exchange Board of India (SEBI) has mandated the submission of PAN
by every participant in securities market. Members holding shares in dematerialized form
are therefore requested to submit their PAN to the Depository Participant(s) with whom they
are maintaining their dematerialized accounts. Members holding shares in physical form can
write to the Registrar and Share Transfer Agent with their PAN details.

4. Institutional investors, who are members of the Company, are encouraged to attend the EGM
of the Company through VC/ OAVM mode and vote electronically. Corporate members are
required to send a scanned copy (PDF/JPG Format) of the Board Resolution/ Power of
Attorney authorizing its representatives to attend and vote at the AGM through VC / OAVM
on its behalf pursuant to Section 113 of the Act. The said Resolution/Authorization shall be
sent to the Scrutinizer by email through its registered email address to [email protected]
with a copy marked to [email protected].

5. Shareholders holding shares in the same set of names, under different ledger folios, are
requested to apply for consolidation of such folios along with share Certificates to the
Company.

6. Shareholders are requested to notify changes in address, if any, immediately to the Company.

7. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 setting out
the material facts concerning the Special Business is annexed hereto.

8. Members desiring any information as regards the Accounts are requested to write to the
Company by electronic mode on [email protected] at least seven days in advance

6
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/
of the date of Extra Ordinary General Meeting so as to enable the Management to keep the
information ready.

9. Members who would like to express their views/ask questions as a speaker at the Meeting
may pre-register themselves by sending a request from their registered e-mail address
mentioning their names, DP ID and Client ID/folio number, PAN and mobile number at
[email protected] between Friday, 05th April, 2024 (09.00 a.m. IST) to Sunday, 07th
April, 2024 (5.00 p.m. IST). Only those Members who have preregistered themselves as
speakers will be allowed to express their views/ask questions during the EGM. The
Company reserves the right to restrict the number of speakers depending on the availability
of time for the AGM.

10. The Members can join the EGM in the VC/OAVM mode 15 minutes before and after the
scheduled time of the commencement of the Meeting by following the procedure mentioned
in the Notice. The facility of participation at the EGM through VC/OAVM will be made
available for 100 members on a first come first served basis. This will not include large
Shareholders (Shareholders holding 5% or more shareholding), Promoters, Institutional
Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee,
Nomination and Remuneration Committee and Stakeholders Relationship Committee,
Auditors etc. The detailed instructions for joining the Meeting through VC/OAVM form part
of the Notes to this Notice.

11. The attendance of the Members attending the EGM through VC/OAVM will be counted for
the purpose of reckoning the quorum under Section 103 of the Act.

12. The Register of members and the share transfer book will remain closed from Tuesday, 02 nd
April, 2024 to Monday, 8th April, 2024 (Both days inclusive).

13. The Company has made an arrangement with CDSL & NSDL for dematerialization of
shares. Members are requested to avail the facility of dematerialization of shares of the
company. Members are also requested to intimate/update email address with depositories,
so in future, under green initiative, all communication will be sent through registered email
of shareholders.

14. Pursuant to the provisions of Section 108, 110 of the Companies Act, 2013, Regulation 44
of SEBI (LODR), Regulations 2015, read with Rule 20 of the Companies (Management and
Administration) Rules, 2014, Thakkers Group Ltd (Formerly Asian Food Products Ltd)
("TGL" or " the Company") is offering e-voting facility to its members in respect of the
business to be transacted at the 1st Extra Ordinary General Meeting scheduled to be held at
11.00 A.M. on 8th April, 2024 through video conferencing.

15. The members whose name appears in the Registers of Members / list of Beneficial Owners
as on April 01, 2024, i.e., prior to the commencement of book closure, being the cut-off date,
are entitled to vote on Resolutions set forth in the Notice. Members may cast their votes on
electronic system from any place other than venue of the meeting (remote-e-voting). The

7
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/
remote e-voting period will commence at 9:00 a.m. on April 05, 2024, and will end at 5:00
p.m. on April 07, 2024

16. The Members who have cast their votes by remote e-voting prior to the AGM may also
attend the AGM but shall not be entitled to cast their vote at the AGM.

17. In line with the continuing General Circular No. 09/2023 dated September 25, 2023 and
General Circular No.02/2022 dated 05.05.2022, allows Companies to conduct their Extra
Ordinary General Meeting (EGM) on or before 30th September, 2024 and in accordance
with the requirement laid down in para 3 & para 4 of the General Circular No. 20/2020 dated
May 05, 2020, electronic copies of the Notice for Extra Ordinary General Meeting to those
Members whose e-mail addresses are registered with the Company/Depositories and the
Notice has been uploaded on the website of the Company at www.asianfoodproduct.in . The
Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited at
www.bseindia.com.

18. The Special Resolution mentioned in Item no. 7 shall be declared as passed only if the
number of votes cast in its favor are not less than three times the number of votes cast, if
any, against the said Resolution and the votes cast in favor of the resolution by the Public
Shareholders exceeds the votes cast against it by the Public Shareholders.

19. Mr. Ashok Surana (COP no: 6233), Practicing Company Secretary, has been appointed as
the scrutinizer for scrutinizing the remote e-voting process as well as e-voting during the
EGM and the e-voting results along with the report of scrutinizer shall be made available on
the website of the Company at www.asianfoodproduct.in and the website of the Stock
Exchanges at www.bseindia.in.

Procedure for voting through electronic means-

The instructions for shareholders voting electronically are as under:

The voting period begins Friday 05th April, 2024 (09.00 a.m. IST) and ends on Sunday, 7th
April, 2024 (5.00 p.m. IST). During this period shareholders of the Company, holding shares
as on 20th September, 2023 may cast their vote electronically. The e-voting module shall be
disabled by CDSL for voting thereafter.

(i) The shareholders should log on to the e-voting website www.evotingindia.com


during the voting period

(ii) Click on "Shareholders" tab.

(iii) Now, select the "THAKKERS GROUP LTD" from the drop down menu and click
on "SUBMIT"

(iv) Now Enter your User ID

8
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/

A. For CDSL: 16 digits beneficiary ID,


B. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
C. Members holding shares in Physical Form should enter Folio Number registered
with the Company.

(v) Next enter the Image Verification as displayed and Click on Login.

(vi) If you are holding shares in demat form and have logged on to
www.evotingindia.com and voted on an earlier voting of any company, then your
existing password is to be used.

(vii) If you are a first-time user follow the steps given below:

For Members holding shares in Demat Form and Physical Form


PAN Enter your 10-digit alpha-numeric *PAN issued by Income Tax
Department (Applicable for both demat shareholders as well as
physical shareholders).

"Members who have not updated their PAN with the


Company/Depository Participant are Requested to use the first two
letters of their name and the 8 digits of the sequence number in the
PAN field.

"In case the sequence number is less than 8 digits enter the
applicable number of 0's before the number after the first two
characters of the name in CAPITAL letters. Eg. If your name is
Ramesh Kumar with sequence number 1 then enter RA00000001 in
the PAN Field.
DOB Enter the Date of Birth as recorded in your demat account or in the
company records for the said demat account or folio in dd/mm/yyyy
format.
Dividend Enter the Dividend Bank Details as recorded in your demat account
Bank or in the company records for the said demat account or folio.
Details
"Please enter the DOB or Dividend Bank Details in order to login.
If the details are not recorded with the depository or company please
enter the member id / folio number in the Dividend Bank details
field."

(viii) If you are a first-time user follow the steps given below:

(ix) After entering these details appropriately, click on "SUBMIT" tab.

9
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/
(x) Members holding shares in physical form will then directly reach the Company
selection screen. However, members holding shares in demat form will now reach
'Password Creation' menu wherein they are required to mandatorily enter their login
password in the new password field. Kindly note that this password is to be also used
by the demat holders for voting for resolutions of any other company on which they
are eligible to vote, provided that company opts for-voting through CDSL platform.
It is strongly recommended not to share your password with any other person and
take utmost care to keep your password confidential.

(xi) For Members holding shares in physical form, the details can be used only for e-
voting on the resolutions contained in this Notice.

(xii) Click on the EVSN for the relevant "THAKKERS GROUP LTD" on which you
choose to vote.

(xiii) On the voting page, you will see "RESOLUTION DESCRIPTION" and against the
same the option "YES / NO" for voting. Select the option YES or NO as desired. The
option YES implies that you assent to the Resolution and option NO implies that you
dissent to the Resolution.

(xiv) Click on the "RESOLUTIONS FILE LINK" if you wish to view the entire Resolution
details.

(xv) After selecting the resolution you have decided to vote on, click on "SUBMIT". A
confirmation box will be displayed. If you wish to confirm your vote, click on "OK",
else to change your vote, click on "CANCEL" and accordingly modify your vote.

(xvi) Once you "CONFIRM" your vote on the resolution, you will not be allowed to
modify your vote.

(xvii) You can also take out print of the voting done by you by clicking on "Click here to
print" option on the Voting page.

(xviii) If Demat account holder has forgotten the same password then enter the User ID and
the image verification code and click on Forgot Password & enter the details as
prompted by the system.

(xix) Note for Non - Individual Shareholders and Custodians

a) Non-Individual shareholders (i.e. other than Individuals, HUF, and NRI etc.)
and Custodian are required to log on to https://www.evotingindia.co.in and
register themselves as Corporates.
b) A scanned copy of the Registration Form bearing the stamp and sign of the
entity should be emailed to [email protected].

10
THAKKERS GROUP LIMITED
(Formerly known as ASIAN FOOD PRODUCTS LTD)
Regd. Off: 7, Thakkers,
Near Nehru Garden,
Nashik 422 001
CIN: L70100MH1968PLC013919
Contact No. 0253 2598925 Email: [email protected]
Website: https://asianfoodproduct.in/
c) After receiving the login details they have to create a compliance user should
be created using the admin login and password. The Compliance user would
be able to link the account(s) for which they wish to vote on.

d) The list of accounts should be mailed to [email protected]


and on approval of the accounts they would be able to cast their vote.

e) A scanned copy of the Board Resolution and Power of Attorney (POA)


which they have issued in favour of the Custodian, if any, should be
uploaded in PDF format in the system for the scrutinizer to verify the same.

(xx) In case you have any queries or issues regarding e-voting, you may refer the
Frequently Asked Questions ("FAQs") and e-voting manual available at
www.evotingindia.co.in under help section or write an email to
[email protected].

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE EGM THROUGH


VC/OAVM ARE AS UNDER:

1. Members will be provided with a facility to attend the EGM through VC/OAVM
through the CDSL e-Voting system. Members may access the same at
https://www.evoting.cdsl.com under shareholders/members login by using the remote
e-voting credentials.

2. The link for VC/ OAVM along with the Notice will be shared on mail IDs of
shareholders which are registered with the Company. Please note that the members
who do not have the User ID and Password for e-Voting or have forgotten the User ID
and Password may retrieve the same by following the remote e-Voting instructions
mentioned in the notice to avoid last minute rush. Further members can also use the
OTP based login for logging into the e-Voting system of CDSL.
3. Members are encouraged to join the Meeting through Laptops for better experience.

4. Further Members will be required to allow Camera and use the Internet with a good
speed to avoid any disturbance during the meeting.

5. Please note that participants connecting from Mobile Devices or Tablets or through
Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to
fluctuation in their respective network. It is therefore recommended to use Stable Wi-
Fi or LAN Connection to mitigate any kind of aforesaid glitches. Shareholders who
would like to express their views/ questions may send the same in advance mentioning
their name demat account number/folio number, email id, mobile number at
[email protected] the same will be replied by the company suitably.

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