Event Date: December 2, 2025
Apollo Green Energy Limited, formerly known as Apollo International Limited, will hold an Extra-Ordinary General Meeting (EGM) on Wednesday, February 12, 2025, at 11:30 AM (IST) via Video Conferencing (VC) to seek approval for the issuance of equity shares on a private placement basis.
Item 1: Approval for Issue of Equity Shares on Private Placement Basis
The resolution seeks member approval to issue up to 13,70,00,000 fully/partly paid-up equity shares with a face value of Rs. 10 each, at a premium of Rs. 290 per share, for cash, in one or more tranches, on a Private Placement Basis, to the following subscribers: M/s OSK Holdings (AIL) Private Limited, M/s AIL Consultants Private Limited, M/s. RK Eternanova Private Limited (formerly known as Amit Dyechem Private Limited), Mr. Raaja Kanwar, M/s. Samriddhi Mega Structures Limited, M/s R Net Intelligence Systems Pvt. Ltd. The equity shares will rank pari-passu with the existing equity shares of the Company. The valuation report dated October 3, 2024, from Mr. Sanjeet Kumar Sharma (IBBI Registered Valuer), is taken on record.
The Board is authorized to undertake actions necessary to give full effect to the resolution and settle any related questions or difficulties without further member consent. The Board is further authorized to determine the timing of the equity share issuance, the terms of the issue, and the number of shares to be allotted in each tranche. Any Director or Company Secretary is authorized to sign the private placement offer cum application letter and circulate it to persons recorded in Form PAS-5. The Board may delegate its powers to any Committee of Directors, Executive Director(s), or Officer(s) to give effect to the resolution.
EGM and E-Voting Information
The EGM is being held via VC/OAVM in accordance with MCA circulars, allowing companies to hold EGMs without physical presence until September 30, 2025. Remote e-voting and voting at the EGM will be facilitated by National Securities Depository Limited (NSDL). Ms. Anjali Yadav of Anjali Yadav & Associates has been appointed as the Scrutinizer.
Members can join the EGM via VC/OAVM 30 minutes before the scheduled time, with a maximum of 1000 members on a first-come, first-served basis (excluding large shareholders, Promoters, Institutional Investors, Directors, etc.). Physical attendance is dispensed with; thus, proxy appointments are not applicable. Corporate Members are requested to send scanned copies of Board Resolutions/Authorizations authorizing their representative to attend and vote.
The Notice of the EGM is sent electronically and is available on the company website and the website of Alankit Assignments Ltd. All shares are held in DEMAT form, and members can update their email addresses with their Depository Participant. Members attending the EGM via VC/ OAVM will be counted for quorum purposes. A route map is not annexed since the EGM is virtual. Members who have voted remotely can attend the EGM but cannot vote again.
Documents related to the EGM are available for inspection at the Registered Office on working days between 11:00 AM and 1:00 PM until the date of the meeting. Members can request to speak at the EGM by registering as a speaker, sending their request with relevant details to secretarialggn@gmail.com by February 8, 2025, 5:00 PM.
Remote e-voting will be available from February 9, 2025, 9:00 AM to February 11, 2025, 5:00 PM. Voting rights are proportional to the share in the paid-up equity share capital as of the record date (February 5, 2025).
Procedure for Joining the EGM Through VC/OAVM:
The remote e-voting period begins on Sunday, 9th February, 2025 at 09:00 A.M. and ends on Tuesday, 11th February, 2025 at 05:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. 5th February, 2025, may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being 5th February, 2025.
Individual shareholders holding securities in DEMAT mode are allowed to vote through their DEMAT account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their DEMAT accounts in order to access e-voting facility.
The notice details the login methods for e-voting via NSDL and CDSL, including specific instructions for accessing the e-voting system, retrieving user IDs and passwords, and troubleshooting.
Explanatory Statement Pursuant to Section 102 of the Companies Act, 2013:
The company intends to raise funds by issuing shares on a preferential basis through private placement offer for Company's expansion in the renewable energy sector through expanding its capacity and to undertake government and public sector renewable energy projects. The proceeds from the issue will be utilized for the purpose of Company's business, its expansion in the renewable energy sector through expanding its capacity, to undertake government and public sector renewable energy projects and for meeting requirements of funds for general corporate purposes of the Company.
The Board seeks member approval to create/ invite/ offer/issue/ allot above-mentioned shares under Private Placement.
The following disclosures for the issue of equity shares on a preferential basis are made in accordance with the provisions of Section 42, 62(1)(c) of the Companies Act, 2013 and the Companies (Prospectus and Allotment of Securities) Rules, 2014 and Companies (Share Capital and Debentures) Rules, 2014:
By Order of the Board for Apollo Green Energy Limited:
The Board recommends the Resolution set-out as Item No. 1 of the EGM Notice to the members for their approval, by way of Special Resolution. Except Mr. Raaja Kanwar, being the promoter/subscriber to the issue, none of the Directors, Key Managerial Personnel of the Company or their relatives are, in any way, concerned or interested financially or otherwise, in the Special Resolution as set out at Item No. 1 of the EGM Notice.
Suman Lata Company Secretary
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