WEBVTT 1 00:00:06.030 --> 00:00:07.480 Swathi: Good evening! Gone! 2 00:00:08.130 --> 00:00:08.640 Amit Rakhecha: Good evening. 3 00:00:08.640 --> 00:00:16.899 Swathi: Going well today. The 8th Board meeting of directors has been called upon with certain agendas as detailed in the notice. 4 00:00:17.255 --> 00:00:17.610 Swathi: Hi. 5 00:00:17.610 --> 00:00:25.719 Swathi: I'm Swati P. Assisting Miss Sweety, Company, Cs. And compliance officer of the company, who is unable to attend the meeting 6 00:00:26.050 --> 00:00:27.900 Swathi: due to exigencies. 7 00:00:28.410 --> 00:00:29.400 Swathi: Now 8 00:00:29.957 --> 00:00:36.899 Swathi: we can take the attendance of the directors of who are attending the meeting for the purpose of quorum. 9 00:00:38.380 --> 00:00:50.519 Swathi: I request all the directors to introduce themselves, and mention their mode of attendance and place from where they are attending the meeting for the purpose of quorum. 10 00:00:52.620 --> 00:01:07.980 BK Jain: Yeah, Hello, everyone my name is Bharatmar Jain. And I'm attending this meeting virtually from Chennai, and I've received a notice, and agenda confirmed that there is no one present in my room apart from myself. 11 00:01:09.060 --> 00:01:20.739 shany jalal: Good evening. I'm Shani Jalal, managing Director of Service care. I'm attending the meeting from our corporate office, and I confirm that nobody else is there with me. 12 00:01:23.190 --> 00:01:26.280 Service Care: Oh, good evening, everyone sorry, is there? Let's go for it. 13 00:01:26.280 --> 00:01:27.110 Ajay Kumar: Nope. 14 00:01:27.110 --> 00:01:31.850 Service Care: Yeah, this is anil I'm the executive director. I'm attending this meeting from Bangalore. 15 00:01:32.210 --> 00:01:35.640 Service Care: and I've received the agenda and the notices well in advance 16 00:01:35.860 --> 00:01:40.059 Service Care: and in my room. It's only me who's attending this meeting. 17 00:01:40.830 --> 00:01:41.790 Service Care: Yeah, thank you. 18 00:01:43.030 --> 00:01:52.560 Ajay Kumar: Hi! This is ajay here. Independent director of service care I am attending this meeting virtually from Chennai. I have received the relevant notice and agenda 19 00:01:52.670 --> 00:01:56.809 Ajay Kumar: for this meeting, and there's nobody apart from me having access to this meeting. 20 00:01:57.670 --> 00:02:02.090 pushpy muricken: Okay, so good evening, everybody. This is Kushpya Morrigan joining from coaching. 21 00:02:02.240 --> 00:02:11.030 pushpy muricken: I've received agenda papers. I can see and hear all of you met in the meeting through video conferencing, and also confirm that I'm alone in my room. Thank you. 22 00:02:12.520 --> 00:02:20.490 Amit Rakhecha: Good evening. This is Amit Rakicha. I'm the Cfo. At Servicecare Limited. I'm also attending this meeting digitally from Baykal, Kerala. 23 00:02:20.860 --> 00:02:24.579 Amit Rakhecha: and I can see and hear everyone, and I've received the agenda of the meeting. 24 00:02:25.880 --> 00:02:37.390 Swathi: Okay, thank you. All of you have attended the meeting since all the directors of the board are present, and there is no leave of absence needed. I request the directors to take the chair. 25 00:02:37.610 --> 00:02:46.240 Swathi: I request Mrs. Kushpi to take the chair, record the quorum, and approve the approve to commence the proceedings. 26 00:02:46.460 --> 00:02:49.019 pushpy muricken: Last time I chaired. 27 00:02:49.840 --> 00:02:55.570 pushpy muricken: Is it not the last minutes I saw my name so I mean. 28 00:02:55.570 --> 00:02:59.290 Amit Rakhecha: You can take a turn like Pushpy is the famous one man. Everyone. 29 00:03:03.220 --> 00:03:06.970 pushpy muricken: Person left is the famous one. No, so. 30 00:03:07.550 --> 00:03:09.009 BK Jain: Aj. You can take the chair. Aj. 31 00:03:09.010 --> 00:03:09.370 pushpy muricken: Go ahead! 32 00:03:09.370 --> 00:03:11.330 Ajay Kumar: Okay, sure. 33 00:03:12.010 --> 00:03:16.600 Ajay Kumar: If I have consent of everybody, then I'll be okay to be the chapter of this meeting. 34 00:03:16.600 --> 00:03:17.160 BK Jain: I love it. 35 00:03:17.160 --> 00:03:18.499 Amit Rakhecha: I'm perfectly fine. 36 00:03:18.500 --> 00:03:19.539 Service Care: Yeah, I'm go ahead. 37 00:03:19.540 --> 00:03:20.110 BK Jain: Yep. Yep. 38 00:03:20.653 --> 00:03:21.196 Ajay Kumar: Sure! 39 00:03:21.740 --> 00:03:27.070 Swathi: I request Ajay to take the chair, record the quorum, and approve the comments of the meeting. 40 00:03:27.480 --> 00:03:39.179 Ajay Kumar: Sure. With the permission of everyone, I have been elected as the chairperson of the meeting. I know that everything, everybody is present, and the quorum is duly constituted. We can proceed with the agenda of the meeting. 41 00:03:42.470 --> 00:03:43.590 Ajay Kumar: Please don't. 42 00:03:43.590 --> 00:03:50.710 Swathi: The interest of directors. If any one of, if any, of the resolution processed. 43 00:03:50.970 --> 00:03:58.659 Swathi: since there are no directors interested in the resolution proposed, all the directors shall participate in the resolution 44 00:03:59.190 --> 00:04:05.769 Swathi: moving to the next item. The minutes of the previous meetings were circulated over email earlier. 45 00:04:06.500 --> 00:04:09.550 Swathi: I think all of you have received, the met. 46 00:04:10.120 --> 00:04:12.750 pushpy muricken: Minutes of the previous meeting. Yes. 47 00:04:13.370 --> 00:04:14.320 Amit Rakhecha: Yes. Received. 48 00:04:14.320 --> 00:04:16.409 BK Jain: Have you received? Yeah, yeah, this year. 49 00:04:16.410 --> 00:04:16.940 Ajay Kumar: Yes. 50 00:04:16.940 --> 00:04:20.599 Swathi: I'll request the Board to approve the previous Board meeting. Minutes. 51 00:04:21.320 --> 00:04:21.890 pushpy muricken: Okay. 52 00:04:21.899 --> 00:04:22.479 Amit Rakhecha: Approved. 53 00:04:22.480 --> 00:04:23.790 BK Jain: You have a. 54 00:04:24.180 --> 00:04:27.029 Ajay Kumar: Yeah, sure, this is being taken. Note of. 55 00:04:27.290 --> 00:04:33.440 Swathi: Okay, would like to read out the action taken. Report on the matters relating to the previous meeting. 56 00:04:34.130 --> 00:04:48.490 Swathi: Llp. For joint ventures is still under process for documentation related things. All the filings have been completed up to date, except to Sh. 7 to increase of the share, capital and pas. 3. For allotment. 57 00:04:48.600 --> 00:05:00.940 Swathi: We have filed the written of allotment with complete allotment details for the latest round of preferential shares issued, but it is yet to be updated with Roc. Due to technical issues. 58 00:05:01.130 --> 00:05:13.879 Swathi: we shall keep the board informed when we resolve the Roc technical issue. There are trouble tickets, raises which are being processed by Roc. Backend, technical team at Delhi. 59 00:05:14.290 --> 00:05:21.629 Swathi: I request Mr. Amit Kumar to appraise the Board about the completion of preferential issue over to you, Sir. 60 00:05:21.630 --> 00:05:34.279 Amit Rakhecha: Thank you, Swati, so I think, as you all were aware, we did an additional round of fundraise. Couple of months back we had decided to go for a preferential, and the preferential was subscribed and the money received. 61 00:05:34.320 --> 00:06:04.229 Amit Rakhecha: Finally, we've after due diligence from the Exchange and the documents that they seek, for. We've got all our approvals in place, and the allotment process exchange per se is completed, and we've also got the listing approval from the exchange. Except for the Roc, which has a technical glitch, which I'm sure most of you are aware, which is tried, which is trying to be resolved still not yet resolved, but hopefully we will be able to resolve it at the earliest. But exchange per se sebi guideline per se. Everything is done and completed. 62 00:06:07.490 --> 00:06:09.810 Ajay Kumar: And now the main agent of the meeting. 63 00:06:09.810 --> 00:06:16.680 Ajay Kumar: Second Swati. Amit. Just one more thing. What is the issue in the Llp. Formation? 64 00:06:17.380 --> 00:06:27.959 Amit Rakhecha: Llp. Formation that specific area, that Llp. Formation as such does not have an issue. The business that we want to pursue with the Llp. Has a concern with the client. 65 00:06:28.830 --> 00:06:29.230 Amit Rakhecha: Okay. 66 00:06:29.230 --> 00:06:37.139 Amit Rakhecha: Lnp. Per se. I think, she said, that most of the formalities are completed, but the Lnp formation to start business is not started yet. 67 00:06:37.450 --> 00:06:46.540 Amit Rakhecha: The understanding, the clarity, the document flow. Everything is done but the customer who is supposed to sign up with us. The Llp. Front has delayed the project a little bit. 68 00:06:47.000 --> 00:06:52.930 Ajay Kumar: Okay. Okay, okay, yeah. You can go ahead. Swati. 69 00:06:52.930 --> 00:07:03.889 Swathi: The main agenda of this meeting is to seek the approval of the board towards the borrowing of the company. I request, Mister Amit, sir, to explain the need of this resolution to the Board. 70 00:07:04.610 --> 00:07:11.010 Amit Rakhecha: Okay, I think. Ushp. The Audit committee meeting that comprised of Anil 71 00:07:11.090 --> 00:07:31.069 Amit Rakhecha: Ajay and Bharat. We had appraised them of everything. They had certain questions that they had asked and certain formalities into how this entire process should be done. So since Shani is aware what we are trying to do, it's basically trying to build a war chest, so that tomorrow, when we have opportunities, we don't miss it out, due to capital not being there. 72 00:07:31.070 --> 00:07:48.019 Amit Rakhecha: And wherever we're trying to go and check, you know, if we need to raise saving a bank overdraft today, or additional Tod, or any kind of loan, we obviously need to have board approval with us in place, right even from ₹100 to maybe. I think the ceiling we have is 45 crores. 73 00:07:48.060 --> 00:08:09.690 Amit Rakhecha: So what we asking now is that since we already have an Od facility with us, and to negotiate, there will be a renewal of Od that will come enhancement or reduction whatever we would need to have board approvals in place. Apart from that, there can be loans that may feel justified for us if the return on capital versus the rate of interest we are paying towards the loan has a delta between us. 74 00:08:09.920 --> 00:08:20.109 Amit Rakhecha: For example, if I'm able to get furniture fixture loan at 6, 7% per annum rather than deploying that over there, I would deploy it in a place where I can get 1314% per annum. 75 00:08:20.600 --> 00:08:44.250 Amit Rakhecha: So Ajay and Bharat were of the and anil were of the opinion that you know every 5 crores that we spend I keep giving them Updates because everyday update may not be a possibility, or every board meeting that we have. If there is any development on the loan raised or fund raised towards loans, I need to appraise them, which I had accepted. So the total tune that comes as per section. 76 00:08:44.600 --> 00:08:46.470 Amit Rakhecha: I'm sorry, guys, I'm bad. 77 00:08:46.470 --> 00:08:49.959 shany jalal: 76. I think you mentioned a 76. 78 00:08:49.960 --> 00:08:52.320 Amit Rakhecha: Yeah. I'm sorry I missed the section. 79 00:08:52.320 --> 00:09:00.049 pushpy muricken: That's okay. So right now, our borrowing limit is 45. Okay, so now we are increasing the borrowing limit. Right? 80 00:09:00.050 --> 00:09:09.789 Amit Rakhecha: No, no, right now. We have not set the borrowing limit. Only the last year's Od that we have is continuing. We have not taken any borrowings over the last. 81 00:09:09.790 --> 00:09:17.770 pushpy muricken: Yeah. So Bharat and Rajiv, won't it be good if we set up a borrowing limit? I mean, we fix a limit till which borrowing can be done. 82 00:09:18.170 --> 00:09:29.979 Amit Rakhecha: Correct. That's exactly what we had proposed to the audit committee. So the as per the section, I cannot go beyond 45 crores. That's the ceiling that can happen. And for every 5 crores. 83 00:09:30.130 --> 00:09:39.199 Amit Rakhecha: once we utilize 5 crores, or have borrowed 5 crores, then we come back and give you the reason why we have done, and why the next borrowing is going to happen. 84 00:09:39.970 --> 00:09:46.450 pushpy muricken: Okay? So until so 40, we have. So right now, we are going to fix the limited 45 crore plus 85 00:09:46.810 --> 00:09:49.500 pushpy muricken: this. This sanction for. 86 00:09:49.710 --> 00:09:52.730 shany jalal: Not plus 45 is already a ceiling. 87 00:09:52.920 --> 00:09:53.299 pushpy muricken: That is. 88 00:09:53.737 --> 00:09:55.050 shany jalal: Will keep updating. 89 00:09:55.250 --> 00:09:58.499 pushpy muricken: No, but actually you can't fix it. 90 00:09:58.760 --> 00:10:01.349 pushpy muricken: Bharat. You can't go beyond that. 91 00:10:01.940 --> 00:10:03.140 Amit Rakhecha: No, I can't go beyond 45. 92 00:10:03.495 --> 00:10:14.860 BK Jain: I mean fortify itself. I felt it to be an you know, substantially good amount because of the last investment which we had. It was about 20 crores. 93 00:10:15.183 --> 00:10:15.830 pushpy muricken: Gross. Okay. 94 00:10:15.830 --> 00:10:23.270 BK Jain: Almost like double of the investment. So I did not really thought of like going to the same whether it is 100 or 200. 95 00:10:23.270 --> 00:10:31.139 pushpy muricken: So so, okay, so 45 crores is the limit. So what is the amount which we have borrowed till now? What is our current. 96 00:10:31.140 --> 00:10:31.520 Amit Rakhecha: We could leave. 97 00:10:31.520 --> 00:10:31.929 BK Jain: Thank you. 98 00:10:31.930 --> 00:10:33.609 Amit Rakhecha: Technically, no borrowings right now, except. 99 00:10:33.610 --> 00:10:35.500 pushpy muricken: But then it's okay. Then. 100 00:10:35.500 --> 00:10:37.119 Amit Rakhecha: For the order. Yeah. 101 00:10:37.120 --> 00:10:46.300 pushpy muricken: That's because, you know, basically, if we are borrowing for furniture fixtures or things like that, then like this amount is really big, you know. 102 00:10:46.400 --> 00:10:47.639 Amit Rakhecha: So I think. 103 00:10:47.640 --> 00:10:49.419 BK Jain: No, that's why. No, it's not just that's funny 104 00:10:49.420 --> 00:10:56.348 BK Jain: fixtures. I mean, they could have fixed asset. It could be a working capital loan, or it can also be any other Capex 105 00:10:56.650 --> 00:10:58.900 shany jalal: Flying machineries, or anything. 106 00:10:59.650 --> 00:11:02.510 pushpy muricken: That is not it's for I gave an example, for 107 00:11:02.510 --> 00:11:07.740 pushpy muricken: I mean they got it. I was just trying to connect whether it is so fixed asset as such. 108 00:11:07.740 --> 00:11:22.990 BK Jain: 45 is the overall limit, and 5 is a milestone that every milestone, probably the they will come back to the board and report it that this is how it is being utilized, and then they continue continue doing it. But they don't need approval. It's only an information. 109 00:11:22.990 --> 00:11:27.350 pushpy muricken: No, I mean, it's within the 45 limit of 45 plus. No, no, it's. 110 00:11:27.350 --> 00:11:28.860 BK Jain: No, it's 45. 111 00:11:29.230 --> 00:11:30.450 pushpy muricken: It's below the limit. No. 112 00:11:30.450 --> 00:11:31.080 BK Jain: Yes. 113 00:11:31.080 --> 00:11:32.490 pushpy muricken: Oh, that's fine! 114 00:11:32.790 --> 00:11:33.380 BK Jain: Yeah, yeah. 115 00:11:33.380 --> 00:11:37.540 pushpy muricken: Because within 45, you're just updating know the book it is completing? That's okay. 116 00:11:38.310 --> 00:11:38.685 pushpy muricken: Yeah. 117 00:11:40.050 --> 00:11:42.930 Amit Rakhecha: Okay. Swati. Next item. 118 00:11:42.930 --> 00:11:43.510 Swathi: Okay. 119 00:11:43.730 --> 00:11:47.210 BK Jain: Think we can take the okay, yeah, yeah. 120 00:11:47.210 --> 00:11:50.649 Amit Rakhecha: Should I read the resolution, or can. 121 00:11:51.960 --> 00:11:53.599 pushpy muricken: Oh, it's approved! No. 122 00:11:53.600 --> 00:11:56.940 BK Jain: No it, I mean, if it is the same thing which and we have already. 123 00:11:56.940 --> 00:11:57.409 pushpy muricken: Yeah, yeah. 124 00:11:58.190 --> 00:11:59.290 Swathi: Yeah, can you? 125 00:11:59.290 --> 00:12:00.060 Swathi: 95. 126 00:12:00.060 --> 00:12:01.289 BK Jain: We can consider it approved. 127 00:12:01.290 --> 00:12:02.579 Amit Rakhecha: Yeah. Approved. Go ahead. 128 00:12:04.010 --> 00:12:28.179 Swathi: Moving on the next agenda. Item, approval to close the bank accounts, debit and credit cards of the company which are not in use, since the company has moved its primary banking relation to Kotak Mahindra Bank, the erstwhile operating accounts of the company and various cards with Indus in bank need to be closed. Hence the following agenda is proposed. 129 00:12:29.410 --> 00:12:38.369 Amit Rakhecha: So this is a self explanatory. I'm sure you all have understood it was migration of bank accounts. So now that you have migrated, we need. There's no need to have in operational bank accounts. 130 00:12:39.600 --> 00:12:40.310 pushpy muricken: Okay. 131 00:12:41.280 --> 00:12:42.460 BK Jain: Yeah, I am good. 132 00:12:42.460 --> 00:12:43.909 BK Jain: You can consider it approved. 133 00:12:43.910 --> 00:12:44.700 Amit Rakhecha: Approved. 134 00:12:44.970 --> 00:12:45.750 Service Care: Approved. 135 00:12:46.480 --> 00:12:48.740 Ajay Kumar: Any other datas any other queries. 136 00:12:49.740 --> 00:12:50.235 Swathi: Okay. 137 00:12:51.380 --> 00:12:52.060 Service Care: Funny. 138 00:12:52.370 --> 00:12:53.460 shany jalal: No no worries. 139 00:12:53.460 --> 00:12:54.119 BK Jain: Might say. 140 00:12:56.970 --> 00:12:59.359 Ajay Kumar: Yeah, that's what you can go ahead. 141 00:12:59.360 --> 00:13:07.729 Swathi: These were the agendas for the meeting. Now I request the Board members to take up any other items, if necessary, with the approval of the chairperson. 142 00:13:09.570 --> 00:13:12.400 Amit Rakhecha: Shani. I have nothing specific, although. 143 00:13:12.400 --> 00:13:15.650 shany jalal: Do not have no everything. We've already listed. 144 00:13:15.650 --> 00:13:21.579 Service Care: I mean even I don't have. I'm sure that you know. Probably Ajay Bharat and push people. 145 00:13:21.580 --> 00:13:23.049 pushpy muricken: Yeah, yeah, it's fine. 146 00:13:24.510 --> 00:13:24.970 Amit Rakhecha: Okay. 147 00:13:24.970 --> 00:13:26.040 pushpy muricken: Maybe we can. 148 00:13:26.530 --> 00:13:27.100 BK Jain: No query. 149 00:13:27.790 --> 00:13:28.480 pushpy muricken: Yeah. 150 00:13:28.620 --> 00:13:30.519 Ajay Kumar: Sure we can go ahead. Then. 151 00:13:30.520 --> 00:13:34.779 Swathi: It was the Cfo. To mention the vote of thanks and conclude this meeting. 152 00:13:35.350 --> 00:13:42.779 Amit Rakhecha: Thank you, everyone to, you know, as always, to join in shorter notices, and always to be supportive and punctual. 153 00:13:42.820 --> 00:13:43.340 Amit Rakhecha: But 154 00:13:43.340 --> 00:13:50.680 Amit Rakhecha: and since you, you spoilt us, so we'll continue to be more aggressive in business, but very short time for meetings. 155 00:13:51.099 --> 00:13:51.520 shany jalal: Okay. 156 00:13:52.210 --> 00:14:01.340 Amit Rakhecha: Okay? But in in the same parallel tone, thank you. I think the Pune office is a bigger milestone which is achieved kudos to Shani and everyone. So 157 00:14:01.620 --> 00:14:08.419 Amit Rakhecha: you know, many more to happen, and business growth should parallel continue to happen. Thank you again for everyone to join. 158 00:14:08.860 --> 00:14:11.279 pushpy muricken: Yeah, thank you very much. Yeah. 159 00:14:11.280 --> 00:14:14.139 shany jalal: Thank you. Merry Christmas and Happy New Year. 160 00:14:14.140 --> 00:14:15.280 Service Care: Stop recording Swati. 161 00:14:15.520 --> 00:14:16.829 BK Jain: You. Thank you. Everyone. 162 00:14:16.830 --> 00:14:17.930 Amit Rakhecha: Thanks, thanks. 163 00:14:17.930 --> 00:14:18.380 Ajay Kumar: Thank you. 164 00:14:18.380 --> 00:14:20.780 Amit Rakhecha: And we are done right. You can stop the recording. 165 00:14:21.550 --> 00:14:21.870 Swathi: Yes. 166 00:14:21.870 --> 00:14:22.610 Amit Rakhecha: Okay. 167 00:14:22.750 --> 00:14:23.829 Amit Rakhecha: Thank you. 168 00:14:24.760 --> 00:14:25.120 pushpy muricken: Yeah. 169 00:14:25.360 --> 00:14:26.809 Amit Rakhecha: Thanks. See? You guys. 170 00:14:26.810 --> 00:14:28.219 Ajay Kumar: Thank you, wish you all the happy.