Dr Reddys Laboratories Ltd 6-K, filed Mar 29, 2022
Dr Reddys Laboratories Ltd (RDY)
About this 6-K
Dr Reddys Laboratories Ltd filed this 6-K on March 29, 2022.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
March, 2022
Commission File Number 1-15182
DR. REDDY’S LABORATORIES LIMITED
(Translation of registrant’s name into English)
8-2-337, Road No. 3, Banjara Hills
Hyderabad, Telangana 500 034, India
+91-40-49002900
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ______
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ______
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No x
If “Yes” is marked, indicate below the file number assigned to registrant in connection with Rule 12g3-2(b): 82-________.
EXHIBITS
|
Exhibit |
Description of Exhibits | |
| 99.2 | Intimation dated March 29, 2022 on Board Meeting notice | |
| 99.3 | Intimation dated March 29, 2022 on Outcome of postal ballot | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
DR. REDDY’S LABORATORIES LIMITED (Registrant) | ||||
| Date: March 29, 2022 | By: | /s/ K Randhir Singh | ||
| Name: | K Randhir Singh | |||
| Title: | Company Secretary and Compliance Officer | |||
Exhibit 99.2
 |
Dr. Reddy's Laboratories Ltd. 8-2-337, Road No. 3, Banjara Hills, Hyderabad - 500 034, Telangana, India. CIN: L85195TG1984PLC004507
Tel :+91 40 4900 2900 Fax :+91 40 4900 2999 Email :mail@drreddys.com www.drreddys.com |
March 29, 2022
To,
BSE Limited
National Stock Exchange of India Ltd.
New York Stock Exchange Inc.
NSE IFSC Ltd.
Sub: Intimation regarding Board Meeting
Dear Sir/Madam,
Pursuant to Regulation 29 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby intimate you that a meeting of the Board of Directors of the Company will be held on Thursday, May 19, 2022, inter alia, to consider and approve the Audited Standalone and Consolidated Financial Results of the Company for the quarter and year ending on March 31, 2022, and to recommend dividend, if any, for the financial year 2021-22.
Further, kindly note that, under the provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015, the trading window for dealing in securities of the Company will be closed from Thursday, March 31, 2022 to Saturday, May 21, 2022 (both days inclusive).
This is for your information and records.
For Dr. Reddy’s Laboratories Limited
| /s/ K Randhir Singh | ||
| K Randhir Singh | ||
| Company Secretary and Compliance Officer | ||
| FCS 6621 |
Exhibit 99.3
|
Dr. Reddy's Laboratories Ltd. 8-2-337, Road No. 3, Banjara Hills, Hyderabad - 500 034, Telangana, India. CIN: L85195TG1984PLC004507
Tel :+91 40 4900 2900 Fax :+91 40 4900 2999 Email :mail@drreddys.com www.drreddys.com |
March 29, 2022
| Corporate Relationship Department | National Stock Exchange of India Ltd. |
| BSE Limited | “Exchange Plaza” |
| Dalal Street, Fort | Bandra-Kurla Complex, Bandra (East), |
| Mumbai – 400 001 | Mumbai – 400 051 |
| Scrip Code: 500124 | Scrip Code: DRREDDY-EQ |
Dear Sirs,
Sub: Results of voting through Postal Ballot (remote e-voting) pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
This is in reference to our letter dated February 25, 2022 enclosing therein Notice of Postal Ballot seeking approval of Members of the Company, through remote e-voting for the following businesses:
| 1. | Special Resolution - Appointment of Dr. K P Krishnan (DIN: 01099097) as an Independent Director in terms of Section 149 of the Companies Act, 2013; and |
| 2. | Special Resolution – Appointment of Ms. Penny Wan (DIN: 09479493) as an Independent Director in terms of Section 149 of the Companies Act, 2013. |
We would like to inform that the special resolutions mentioned in the said Postal Ballot Notice have been passed by the Members of the Company with requisite majority on March 27, 2022.
In accordance with Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the summarized voting result of the remote e-voting, in the prescribed format, along with a copy of the Scrutinizer’s Report are enclosed herewith as ‘Annexure A’, for your information and records.
Thanking you.
Yours faithfully,
For Dr. Reddy’s Laboratories Limited
| /s/K Randhir Singh | ||
| K Randhir Singh | ||
| Company Secretary and Compliance Officer | ||
| FCS 6621 |
Encl: As above
CC:- New York Stock Exchange Inc.(Stock Code: RDY)
NSE IFSC Ltd. (Stock Code: DRREDDY)
National Securities Depositary Limited (NSDL)
| Annexure A | |
| DR. REDDY'S LABORATORIES LIMITED | |
| Date of Postal Ballot Notice | January 28, 2022 |
| Voting Period | February 26, 2022 to March 27, 2022 |
| Cut-off date | February 18, 2022 |
| Total number of shareholders on cut-off date | 261534 |
| Resolution 1: Appointment of Dr. K P Krishnan (DIN: 01099097) as an Independent Director in terms of Section 149 of the Companies Act, 2013 | ||||||||
| Resolution required: (Ordinary / Special) | Special Resolution | |||||||
| Whether promoter/promoter group are interested in the agenda/resolution? | No | |||||||
| Category | Mode of voting | No. of shares held | No. of votes polled | % of Votes polled on outstanding shares | No. of votes – in favour | No. of votes – against | % of votes in favour on votes polled | % of Votes against on votes polled |
| (1) | (2) | (3)=[(2)/(1)]*100 | (4) | (5) | (6)=[(4)/(2)]*100 | (7)=[(5)/(2)]*100 | ||
| Promoter and Promoter Group | E-Voting | 44,461,128 | 100.00% | 44,461,128 | - | 100.00% | 0.00% | |
| Poll | 44,461,128 | - | - | - | - | - | - | |
| Total | 44,461,128 | 100.00% | 44,461,128 | - | 100.00% | 0.00% | ||
| Public- Institutions | E-Voting | 80,894,668 | 76.28% | 79,785,472 | 1,109,196 | 98.63% | 1.37% | |
| Poll | 106,055,344 | - | - | - | - | - | - | |
| Total | 80,894,668 | 76.28% | 79,785,472 | 1,109,196 | 98.63% | 1.37% | ||
| Public- Non Institutions | E-Voting | 302,554 | 1.90% | 296,325 | 6,229 | 97.94% | 2.06% | |
| Poll | 15,906,989 | - | - | - | - | - | - | |
| Total | 302,554 | 1.90% | 296,325 | 6,229 | 97.94% | 2.06% | ||
| Total | 166,423,461 | 125,658,350 | 75.51% | 124,542,925 | 1,115,425 | 99.11% | 0.89% | |
| Resolution 2: Appointment of Ms. Penny Wan (DIN: 09479493) as an Independent Director in terms of Section 149 of the Companies Act, 2013 | ||||||||
| Resolution required: (Ordinary / Special) | Special Resolution | |||||||
| Whether promoter/promoter group are interested in the agenda/resolution? | No | |||||||
| Category | Mode of voting | No. of shares held | No. of votes polled | % of Votes polled on outstanding shares | No. of votes – in favour | No. of votes – against | % of votes in favour on votes polled | % of Votes against on votes polled |
| (1) | (2) | (3)=[(2)/(1)]*100 | (4) | (5) | (6)=[(4)/(2)]*100 | (7)=[(5)/(2)]*100 | ||
| Promoter and Promoter Group | E-Voting | 44,461,128 | 44,461,128 | 100.00% | 44,461,128 | - | 100.00% | 0.00% |
| Poll | - | - | - | - | - | - | ||
| Total | 44,461,128 | 100.00% | 44,461,128 | - | 100.00% | 0.00% | ||
| Public- Institutions | E-Voting | 106,055,344 | 80,893,407 | 76.27% | 80,355,001 | 538,406 | 99.33% | 0.67% |
| Poll | - | - | - | - | - | - | ||
| Total | 80,893,407 | 76.27% | 80,355,001 | 538,406 | 99.33% | 0.67% | ||
| Public- Non Institutions | E-Voting | 15,906,989 | 302,371 | 1.90% | 296,371 | 6,000 | 98.02% | 1.98% |
| Poll | - | - | - | - | - | - | ||
| Total | 302,371 | 1.90% | 296,371 | 6,000 | 98.02% | 1.98% | ||
| Total | 166,423,461 | 125,656,906 | 75.50% | 125,112,500 | 544,406 | 99.57% | 0.43% | |
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 |
R & A Associates T 202, Technopolis, 1-10-74/B |
Date: 28th March, 2022
To
The Chairman
M/s. Dr. Reddy’s Laboratories Limited,
8-2-337, Road No.3, Banjara Hills
Hyderabad, Telangana - 500 034, India.
Dear Sir,
Sub: Scrutinizer’s Report on Postal Ballot by voting through remote e-voting.
Pursuant to the resolution passed by the Board of Directors of Dr. Reddy's Laboratories Limited (Company), I, Mr. G Raghu Babu, Partner, M/s. R & A Associates, practicing Company Secretary, Hyderabad (Membership No. F4448 and Certificate of Practice No. 2820) was appointed as “Scrutinizer” for conducting the postal ballot through the remote e-voting process in a fair and transparent manner pursuant to Sections 108, 110 and other applicable provisions, if any, of the Companies Act, 2013 (Act) read with the Companies (Management and Administration) Rules, 2014 (rules), various General circulars issued by the Ministry of Corporate Affairs including General Circular no’s 14/2020 dated April 8, 2020, No.17/2020 dated April 13, 2020, No.20/2021 dated December 8, 2021 (MCA circulars) and in accordance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement), Regulations, 2015 (SEBI Listing Regulations) on the below resolutions contained in the notice of the postal ballot dated January 28, 2022.
| 1. | Special Resolution: To approve the appointment of Dr. K P Krishnan (DIN: 01099097) as an Independent Director in terms of Section 149 of the Companies Act, 2013; and |
| 2. | Special Resolution: To approve the appointment of Ms. Penny Wan (DIN: 09479493) as an Independent Director in terms of Section 149 of the Companies Act, 2013. |
The Management of the Company is responsible to ensure the compliance with the requirements of the Act, Rules, MCA circulars and SEBI Listing Regulations relating to postal ballot by voting through remote e-voting for the resolutions contained in the notice of the postal ballot dated January 28, 2022. My responsibility as a Scrutinizer is to ensure that postal ballot by voting through electronic means (remote e-voting) is carried out in a fair and transparent manner and to make a scrutinizer’s report thereon.
| |
 |
I submit my report as under:
| 1. | On February 25, 2022, the Company had sent emails, containing the Postal Ballot Notice including all the requisite information required to cast the vote through remote e-voting to those Members whose names appear on the Register of Members / List of Beneficial Owners as on February 18, 2022 (“cut-off date”) received from the Depositories and whose e-mail address is registered with the Company / Depositories. Physical copies of the Postal Ballot Notice, postal ballot forms and pre-paid business reply envelopes are not being sent to Members for this Postal Ballot due to exemption provided by MCA through its circulars. |
| 2. | The Company issued Newspaper advertisement on February 18, 2022 & February 26, 2022 in order to facilitate those Members who had not yet registered their e-mail address so that they could receive the Notice of Postal ballot and also participate in the e-voting. |
| 3. | The Company has engaged the services from National Securities Depository Limited (NSDL) who made necessary arrangements to facilitate e-voting to the Members of the Company on their website - www.evoting.nsdl.com. |
| 4. | The e-voting period commenced on Saturday, February 26, 2022, (9:00 AM IST) and ended on Sunday, March 27, 2022 (5:00 PM IST). The e-voting event number (EVEN) (119370) and the period of e-voting was as set out in the notice. |
| 5. | The manner of voting by: |
| (i) | Individual shareholders holding shares of the Company in demat mode, |
| (ii) | Shareholders other than individuals holding shares of the Company in demat mode, |
| (iii) | Shareholders holding shares of the Company in physical mode, and |
| (iv) | Shareholders who have not registered their e-mail address, |
| have been explained in the instructions given in the notice of the postal ballot. | ||
| 6. | Members were required to convey their assent or dissent, through remote e-voting system, on e-voting platform provided by NSDL from 9:00 AM (IST) on Saturday, 26th February, 2022 to 5:00 PM (IST) on Sunday, 27th March, 2022. | |
| 7. | Members' demographic details, their voting rights and voting pattern were provided by NSDL. |
| 8. | All postal ballot votes cast up to 5:00 PM (IST) on Sunday, 27th March, 2022 being the last date and time fixed by the Company for e-voting were considered for scrutiny. After the conclusion of the voting period, the votes cast were unblocked on Sunday, March 27, 2022 at 05:02 PM (IST) in the presence of two witnesses who were not employees of the Company and the e-voting results/list of members who have voted for and against were downloaded from the e-voting website of NSDL. |
| |
 |
| 9. | Details of the Postal Ballot by voting through remote e-voting and the analysis of the result of the Special Resolution as contained in the said Notice and results of Postal Ballot is enclosed with this report as Annexure-1. |
| 10. | VOTING RESULTS: After the scrutiny of the remote e-voting result, we report that the Special Resolutions no.1 and Special Resolution no.2 as contained in the Notice of Postal Ballot were passed with requisite majority. |
The electronic data and all other relevant records relating to the remote e-voting are under my safe custody until the Chairman approves and signs the Minutes of the Meeting and thereafter will be handed over to the Company Secretary of the Company for safe preservation.
Thanking you
| For R & A Associates | ||
| |
||
| (G. Raghu Babu) | ||
| Place: Hyderabad | Partner | |
| Date: March 28, 2022 | FCS No.4448, CP No. 2820 | |
| UDIN: F004448C003209881 | ||
| |
| Dr. Reddy's laboratories Limited - Scrutinizer's Report on Postal Ballot | |||||||||
| S. No | Description | Total No. of votes cast | Votes in favour of the resolution | Votes against the resolution | Invalid Votes | Remarks | |||
| No's | % | No's | % | No's | % | ||||
| 1 |
Special Resolution - To approve the appointment of Dr. K P Krishnan (DIN: 01099097) as an Independent Director in terms of Section 149 of the Companies Act, 2013; |
12,56,58,350.00 | 12,45,42,925.00 | 99.1 | 11,15,425.00 | 0.9 | - | - | Special Resolution is passed with requisite majority. |
| 2 |
Special Resolution - To approve the appointment of Ms. Penny Wan (DIN: 09479493) as an Independent Director in terms of Section 149 of the Companies Act, 2013. |
12,56,56,906.00 | 12,51,12,500.00 | 99.6 | 5,44,406.00 | 0.4 | - | - | Special Resolution is passed with requisite majority. |
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