UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
For the Month of December 2023
Commission File Number: 001-32294
TATA MOTORS LIMITED
(Translation of registrant’s name into English)
BOMBAY HOUSE
24, HOMI MODY STREET,
MUMBAI 400 001, MAHARASHTRA, INDIA
Telephone # 91 22 6665 8282 Fax # 91 22 6665 7799
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ 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):
Yes ☐ No ☒
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):
Yes ☐ No ☒
EXHIBIT INDEX
SIGNATURE
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 authorised.
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Tata Motors Limited |
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By: |
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/s/ Maloy Kumar Gupta |
Name: |
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Maloy Kumar Gupta |
Title: |
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Company Secretary |
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Dated: |
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December 14, 2023 |
Exhibit 99.1
TATA MOTORS LIMITED
Bombay House
24, Homi Mody Street,
Mumbai 400 001, Maharashtra, India
Voting Results of Postal Ballot through remote e-Voting process
Mumbai, December 14, 2023: This is further to our filing dated November 14, 2023, enclosing a copy of the Postal Ballot Notice dated November 9, 2023 seeking approval of the Members of Tata Motors Limited (‘the Company”) by way of Ordinary Resolution through remote e-Voting process for material modification to the approved Related Party Transaction(s) of the Company with Tata Steel Limited (‘TSL’), identified subsidiaries/affiliates of TSL and Poshs Metal Industries Limited (a third party) through dealers of TSL (“Transactions”).
The remote e-Voting process concluded on December 12, 2023, at 5:00 p.m. (IST), post which the Scrutinizer has submitted the Report on the voting results of the Postal Ballot. Based on the Report of
the Scrutinizer, we hereby inform that the above Ordinary Resolution was passed by the Members with
requisite majority.
Accordingly, we are reproducing herein below the following:
1.Voting Results of the said Postal Ballot through remote e-Voting, in relation to aforesaid Transactions, as required under Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Annexure A.
2.The Scrutinizer’s Report dated December 12, 2023, pursuant to Sections 108 and 110 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 - Annexure B.
The aforesaid Voting Results and the Scrutinizer’s Report are also made available on the website of the Company www.tatamotors.com and on website of National Securities Depository Limited www.evoting.nsdl.com as well as on the Notice Board at the Registered Office of the Company at Bombay House, 24 Homi Mody Street, Fort, Mumbai 400 001.
This is for the information of the Exchange and the Members.
ANNEXURE A
i.DETAILS OF VOTING RESULT BY POSTAL BALLOT PROCESS PURSUANT TO REGULATION 44(3) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
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Sr. no |
Particulars |
Details |
1. |
Date of Postal Ballot Notice |
Thursday, November 9, 2023 |
2. |
Cut-off Date |
Friday, November 3, 2023 |
3. |
Voting Start Date & Time |
Monday, November 13, 2023, at 9:00 a.m.(IST) |
4. |
Voting End Date &Time |
Tuesday, December 12, 2023, at 5:00 p.m.(IST) |
5. |
Total Number of Shareholders as on the Cut-off Date |
Ordinary Shareholder : 4309747 ‘A’ Ordinary Shareholders : 529373 |
6. |
No. of Members present in meeting either in person or proxy |
Promoter & Promoter Group |
NA |
Public |
NA |
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No. of Members attended the meeting through Video Conferencing |
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Sr. no |
Particulars |
Details |
7. |
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Promoter & Promoter Group |
NA |
Public |
NA |
ii.RESULTS OF THE POSTAL BALLOT
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Sr. No |
Agenda |
Resolution Required |
Mode of Voting |
Remarks |
1. |
Material Modification to the approved related party transaction(s) of the Company with Tata Steel Limited (TSL), identified subsidiaries / affiliates of TSL and Poshs Metal Industries Private Limited (a third party) through dealers of TSL |
Ordinary Resolution |
Remote E-voting |
Passed with requisite majority |
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TATA MOTORSLIMITED ‐ VOTINGRESULTS OF POSTALBALLOT |
Resolution Required: |
Ordinary |
Particulars of Resolution: |
Material Modification to the approved Related Party Transaction(s) of the Company with Tata Steel Limited (TSL), identified subsidiaries/affiliates of TSL and Poshs Metal Industries Private Limited (a third party) through dealers of TSL. |
Whether promoter/ promoter group are interested in the agenda/resolution? |
Yes |
Category |
Mode of Voting |
No. of shares held |
No. of Votes on 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 |
No. of votes Invalid |
[1] |
[2] |
[3] |
[4]=[(3)/(2)] *100 |
[5] |
[6] |
[7]=[(5)/(3)] *100 |
[8]=[(6)/(3)] * 100 |
[9] |
Promoter and Promoter Group |
E‐Voting |
1579887957 |
1544785303 |
0 |
0.0000 |
0 |
0 |
0.0000 |
0.0000 |
0 |
Poll |
0 |
0.0000 |
0 |
0 |
0.0000 |
0.0000 |
0 |
Postal Ballot |
0 |
0.0000 |
0 |
0 |
0.0000 |
0.0000 |
0 |
Total |
0 |
0.0000 |
0 |
0 |
0.0000 |
0.0000 |
0 |
Public Institutions |
E‐Voting |
1443310732 |
1206704910 |
1012441118 |
83.9013 |
1012441118 |
0 |
100.0000 |
0.0000 |
0 |
Poll |
0 |
0.0000 |
0 |
0 |
0.0000 |
0.0000 |
0 |
Postal Ballot |
0 |
0.0000 |
0 |
0 |
0.0000 |
0.0000 |
0 |
Total |
1012441118 |
83.9013 |
1012441118 |
0 |
100.0000 |
0.0000 |
0 |
Public Non Institutions |
E‐Voting |
807902518 |
621958386 |
68957888 |
11.0872 |
68917039 |
40849 |
99.9408 |
0.0592 |
0 |
Poll |
0 |
0.0000 |
0 |
0 |
0.0000 |
0.0000 |
0 |
Postal Ballot |
0 |
0.0000 |
0 |
0 |
0.0000 |
0.0000 |
0 |
Total |
68957888 |
11.0872 |
68917039 |
40849 |
99.9408 |
0.0592 |
0 |
Total |
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3831101207 |
3373448599 |
1081399006 |
32.0562 |
1081358157 |
40849 |
99.9962 |
0.0038 |
0 |
ANNEXURE B
PARIKH & ASSOCIATES
COMPANY SECRETARIES
December 12, 2023
To,
Tata Motors Limited
Bombay House, 24, Homi Mody Street,
Fort, Mumbai 400 001
Kind Attn: Mr. Maloy Kumar Gupta
Sub.: Report on Postal Ballot Voting of Tata Motors Limited
Dear Sir,
I refer to my appointment as Scrutinizer under Rules 20 and 22 of the Companies (Management and Administration) Rules 2014 for conducting the postal ballot dated November 9, 2023 through e-voting for obtaining approval of the Shareholders to the Ordinary Resolution of Material Modification to the approved Related Party Transaction(s) of the Company with Tata Steel Limited (TSL), identified subsidiaries/ affiliates of TSL and Poshs Metals Industries Private Limited (a third party) through dealers of TSL.
I now enclose the following:
a) My report to the Chairman of the Company on the result of the postal ballots received from shareholders only through the electronic voting process (remote e-voting).
b)The register showing the particulars of the e-votes registered on the National Securities Depository Limited ('NSDL') e-voting system in respect of the said Resolution.
Thanking-you.
Yours faithfully,
P.N. Parikh
Parikh & Associates
Encl.: As above.
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Office: 111, 11th floor, Sai-Dwar CHS Ltd., SAB TV Lane, Opp. Laxmi lndustrial Estate, Off Link Rood,
Above Shabari Restaurant, Andheri (West), Mumbai- 400 053
Tel.: 26301232/ 26301233 Email: cs@parikhassociates.com Website· www.parikhassociates.com Firm Unique Code: P1988MH009800
PARIKH & ASSOCIATES
COMPANY SECRETARIES
To,
The Chairman
Tata Motors Limited
Bombay House, 24, Homi Mody Street,
Fort, Mumbai 400 001
Report of Scrutinizer
I, P.N. Parikh, of Parikh & Associates, Practising Company Secretaries (Membership No. FCS327), having my office at 111, 11th Floor, Sai Dwar CHS Ltd., Sab TV Lane, Opp. Laxmi Indl. Estate, Off Link Road, Andheri (West), Mumbai - 400053, have been appointed as the Scrutinizer to conduct the Postal ballot through electronic voting process ("remote e-voting") in respect of Ordinary Resolution for approval of Material Modification to the approved Related Party Transaction(s) of the Company with Tata Steel Limited (TSL), identified subsidiaries/ affiliates of TSL and Poshs Metals Industries Private Limited (a third party) through dealers of TSL.
Pursuant to the Postal Ballot Notice dated November 09, 2023,issued under Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (the"Act") (including any statutory modification or re-enactment thereof for the time being in force) read with Rule 22 of the Companies (Management and Administration) Rules, 2014 (the "Rules"), as amended from time to time, read with the General Circular No. 14/2020 dated April 8, 2020 and the General Circular No. 17/2020 dated April 13, 2020, Circular No. 22/2020 dated June 15, 2020, Circular No. 33/2020 dated September 28, 2020, Circular No. 39/2020 dated December 31, 2020, and Circular No.10/2021 dated June 23, 2021 and Circular No. 20/2021 dated December 8, 2021, Circular No. 03/2022 dated May 5, 2022, Circular No. 11 dated December 28, 2022 and 09/2023 dated September 25, 2023 issued by the Ministry of Corporate Affairs ("MCA") (hereinafter collectively referred to as "MCA Circulars") and pursuant to other applicable laws and regulations the Postal Ballot Notice dated November 09, 2023 along with statement setting out material facts under Section 102 of the Act in respect of the above mentioned resolution, as confirmed by the Company, was sent, via e mail only to the Members whose names appeared in the Register of Members / List of Beneficial Owners as received from Depositories and whose e-mail addresses were registered with the Company/ Depositories.
The Company had availed thee-voting facility offered by NSDL for conducting remote e voting by the shareholders of the Company.
The shareholders of the Company holding shares as on the "cut-off" date of Friday, November 03, 2023 were entitled to vote on the resolution as contained in the Notice.
The voting period for remote e-voting commenced on Monday,November 13, 2023 at 09:00 a.m. (IST) and ended on Tuesday, December 12, 2023 at 05:00 p.m. (IST) and the NSDL e voting module was disabled thereafter.
The votes cast under remote e-voting facility were thereafter unblocked.
I have scrutinized and reviewed the votes cast through remote e-voting based on the data downloaded from the NSDL e-voting system and have maintained a register in which necessary entries have been made in accordance with the Companies (Management and Administration) Rules, 2014, as amended.
The Management of the Company is responsible to ensure compliance with the requirements of the Companies Act, 2013, rules and the MCA Circulars relating to remote e-voting on the Resolution contained in the notice of Postal Ballot.
My responsibility as scrutinizer for the voting on postal ballot through remote e-voting is restricted to making a Scrutinizer's Report of the votes cast in favour or against the said Resolution.
I now submit my Scrutinizer Report on the results of the voting by postal ballot only through the remote e-voting process in respect of the said Ordinary Resolution as under:
Resolution 1: Ordinary Resolution
Material Modification to the approved Related Party Transaction(s) of the Company with Tata Steel Limited (TSL), identified subsidiaries/affiliates of TSL and Poshs Metals Industries Private Limited (a third party) through dealers of TSL.
(i)Voted in favour of the resolution:
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Number of members voted |
Number of valid votes cast (Shares) |
% of total number of valid votes cast |
Ordinary Shares |
13504 |
105,96,17,134 |
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'A' Ordinary Shares* |
2368 |
2,17,41,023 |
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Total |
15872 |
108,13,58,157 |
100.00 (Rounded off) |
(ii)Voted against the resolution:
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Number of members voted |
Number of valid votes cast (Shares) |
% of total number of valid votes cast |
Ordinary Shares |
311 |
39,754 |
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'A' Ordinary Shares* |
55 |
1095 |
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Total |
366 |
40,849 |
0.00 |
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Number of members voted |
Number of valid votes cast (Shares) |
Ordinary Shares |
Nil |
Nil |
'A' Ordinary Shares* |
Nil |
Nil |
Total |
Nil |
Nil |
* Each 'A' Ordinary shareholder is entitled to one vote for every ten 'A' Ordinary shares held.
Pravinchandra Nahalchand
Signature: Parikh
Name: P.N. Parikh
Scrutinizer
FCS: 327 CP: 1228
UDIN: F000327E002920607
P/R No. 1129/2021
Dated: December 12, 2023
Place: Mumbai
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Office: 111, 11th floor, Sai-Dwar CHS Ltd., SAB TV Lane, Opp. Laxmi lndustrial Estate, Off Link Rood,
Above Shabari Restaurant, Andheri (West), Mumbai- 400 053
Tel.: 26301232/ 26301233 Email: cs@parikhassociates.com Website· www.parikhassociates.com Firm Unique Code: P1988MH009800
- ENDS -
About Tata Motors
Part of the USD 128 billion Tata group, Tata Motors Limited (BSE: 500570 and 570001; NSE: TATAMOTORS and TATAMTRDVR), a USD 42 billion organization, is a leading global automobile manufacturer of cars, utility vehicles, pick-ups, trucks and buses, offering extensive range of integrated, smart and e-mobility solutions. With ‘Connecting Aspirations’ at the core of its brand promise, Tata
Motors is India’s market leader in commercial vehicles and amongst the top three in the passenger vehicles market.
Tata Motors strives to bring new products that fire the imagination of GenNext customers, fueled by state of the art design and R&D centers located in India, UK, US, Italy and South Korea. With a focus on engineering and tech enabled automotive solutions catering to the future of mobility, the company’s innovation efforts are focused to develop pioneering technologies that are sustainable as well as suited to evolving aspirations of the market and the customers. The company is pioneering India's Electric Vehicle (EV) transition and driving the shift towards sustainable mobility solutions by preparing a tailor-made product strategy, leveraging the synergy between the Group companies and playing an active role liasoning with the Government in developing the policy framework.
With operations in India, the UK, South Korea, Thailand, South Africa and Indonesia, Tata Motors’ vehicles are marketed in Africa, Middle East, Latin America, South East Asia and South Asian Association for Regional Cooperation (SAARC) countries. As of March 31, 2023, Tata Motors’ operations inter alia includes 88 consolidated subsidiaries, 2 joint operations, 3 joint ventures and numerous equity-accounted associates, including their subsidiaries, in respect of which the company exercises significant influence.
To know more, please visit (www.tatamotors.com; also follow us on Twitter: https://twitter.com/TataMotors)
Media Contact Information:
Tata Motors Corporate Communications: +91 22-66657613 / indiacorpcomm@tatamotors.com
Safe Harbor: Statements included herein may constitute "forward-looking statements". Forward-looking statements are based on expectations, forecasts and assumptions by management and involve risks, uncertainties, and other factors that may cause our actual results, performance or achievements to materially differ from those stated. We cannot be certain that any expectation, forecast or assumption made by management in preparing these forward-looking statements will prove accurate, or that any projection will be realized. More detailed information about these and other factors that could affect future results is contained in our annual reports and filings with the Securities and Exchange Commission. Our forward-looking statements pertain to the date of their initial issuance, and we do not undertake to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
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