Arohan Financial Services Limited | Annual Report 2022-23

73 | Annual Report | 2022-2023 Furthermore, the Company has allotted 77,89,648 Cumulative Compulsory Convertible Preference Shares to Nederlandse Financierings-Maatschappij Voor Ontwikkelingslanden N.V. (FMO) on April 27, 2023 on preferential basis, which was approved by the shareholders in their Extra Ordinary General Meeting held on March 29, 2023. Post allotment of Equity Shares for ESOP and Cumulative Compulsory Convertible Preference Shares as aforesaid, the issued, subscribed and paid-up share capital of the Company stands at INR 1,58,17,81,280 (Rupees One Hundred and Fifty Eight Crores Seventeen Lakhs Eighty One Thousand Two Hundred And Eighty Only) comprising of 15,81,78,128 (Fifteen Crores Eighty One Lakh Seventy Eight Thousand One Hundred And Twenty Eight Only) Equity Shares of INR 10 each. The shareholders of the Company at their Extra Ordinary general Meeting held on November 18, 2022 has approved the increase in Authorized Share Capital from INR 1,60,00,00,000 (Indian Rupees One Hundred and Sixty Crores Only) consisting of 16,00,00,000 (Sixteen Crores) Equity Shares of INR 10/- (Indian Rupees Ten only) each divided into 13,50,00,000 (Thirteen Crore Fifty Lakh ) Equity shares of INR 10/- (Indian Rupees Ten only) each, and 2,50,00,000 (Two Crore Fifty Lakh) Compulsorily Convertible Preference Shares of INR 10/- (Indian RupeesTen only) each to INR 2,25,00,00,000/- (Indian Rupees Two Hundred Twenty Five Crore only) consisting of 22,50,00,000 (Twenty TwoCroreFifty Lakhs) shares of INR10/- (IndianRupees ten only) each divided into 18,00,00,000 (Eighteen Crore) Equity shares of INR 10/- (Indian Rupees ten only) each, and 4,50,00,000 (Four Crore Fifty Lakh) Compulsorily Convertible Preference Shares of INR 10/- (Indian Rupees Ten only) each and at their Extra Ordinary General Meeting held on March 29, 2023* has approved the reclassification of authorized share capital of the Company. Post increase in Authorized Share Capital and reclassification of authorized share capital, the authorised capital of the Company stands as 14,50,00,000 Equity shares for a face value of INR 10/-each (Rupees ten only), and INR 80,00,00,000 (Rupees Eighty Crores Only) divided into 8,00,00,000 Compulsory Convertible Preference Shares for a face value of INR 10/-each (Rupees ten only). *Approval of MCA was awaited for reclassification of authorised share capital till the date of this report. DIVIDEND The Board of Directors do not recommend any Dividend to the Equity Shareholders of the Company for the year under review. Further, in respect of the payment of dividend on the Cumulative Compulsory Convertible Preference Shares issued during the year, the Board decided to pay the dividend on a cumulative basis in the next financial year or at the time of conversion, if any. DIRECTORS AND KEY MANAGERIAL PERSONNEL Mr. Anurag Agrawal (DIN: 02385780) being Nominee Director retire by rotation in terms of Section 152 of the Companies Act, 2013 and Article of Association of the Company and being eligible offered for re- appointment as Director of the Company. Declaration from the director under section 164 (2) of the Companies Act, 2013 had been received stating he is not disqualified from being appointed as the Director. Mr. Dinesh Kumar Mittal (DIN: 00040000), has been reappointed as an Independent Director w.e.f., May 15, 2023 for a further period of 5 years. Mr. Paul Gratien Robine and Mr. Shri Ram Meena had resigned from their directorship w.e.f May 12, 2023. Mr. David Arturo Paradiso was appointed as an Additional Director w.e.f. May 11, 2022 and was thereafter appointed as a Nominee Director w.e.f August 11, 2022. Further. Mr. Stephen Dongwon Lee and Mr. Aditya Mohan were appointed as an Additional Director w.e.f. December 01, 2022 and May 12, 2023 respectively and Mr. Vemuru Chandramouli has been appointed as a Nominee Director w.e.f, May 12, 2023. During the year, Mr. Manoj Kumar Nambiar, Managing Director, Mr. Milind Ramchandra Nare, Chief Financial Officer, and Mr. Anirudh Singh G. Thakur, Company Secretary are the Key Managerial Personnel ( “KMP” ) of the Company under Companies Act, 2013.