Atul Ltd 2008-09

| Annual Report 2008-09 45 No Directors except Mr Mohanan is interested in or concerned with this resolution. Your Directors recommend passing of the resolution. Item No. 7 Mr B N Mohanan was appointed as Additional Director of the Company by the Board of Directors with effect from January 01, 2009 and his continuation as director is being proposed by Item No 7. The Board of Directors subject to approval of the Members appointed Mr Mohanan as a Wholetime director effective from January 01, 2009 for a period of five years. The terms of appointment of Mr Mohanan are in accordance with Section 269 read with Schedule XIII of the Companies Act, 1956 and hence the approval of Central Government is not required. Brief resume of Mr Mohanan is given supra. The terms and conditions of the appointment of Mr Mohanan are set out in the draft agreement, which is placed before the meeting. The material terms of the draft agreement are as under 1. Mr Mohanan is appointed as Wholetime Director of the Company to carry out such functions as entrusted to him by the Chairman and Managing Director |the Board of Directors. 2. Mr Mohanan is to devote such time and attention to the business of the Company as required by the Chairman and Managing Director| the Board of Directors. 3. Period of office of Mr Mohanan is 5 years with effect from January 01, 2009. 4. Remuneration payable to Mr Mohanan: (a) Basic salary of Rs1,60,331 per month which may be increased up to Rs4,00,000 per month by the Remuneration Committee within the contractual period of 5 years. (b) Allowances Other allowances|benefit Rs82,540 per month as per the policy of the Company which may be increased up to Rs2,00,000 per month by the Remuneration Committee. (c) Performance bonus i) The Company will give performance bonus as per its policy. (a) Perquisites The following perquisites will be allowed: Category – ‘A’ i) Housing The Company will provide a residential accommodation with water, electricity, furniture and fixtures as per the policy of the Company. ii) Medical reimbursement The Company will reimburse, as per the policy medical expenses actually incurred. iii) Leave travel concession Brief resume Mr Mohanan was appointed as an Additional Director on January 01, 2009. He is B.Sc. (Engg. Hon.). He has over 3 decades of experience in various capacities. He joined the Company about 16 years ago. Currently he is the President, Infrastructure Unit and the Occupier. His responsibilities include safety, health, environment, utilities and infrastructure management. Mr Mohanan is also Managing Director of Atul Rajasthan Date Palms Ltd, a joint venture company between Atul and Rajasthan Horticulture Development Society, a Rajasthan Government unit. Directorship in other companies Atul Rajasthan Date Palms Limited (Managing Director) Atul Bio Space Pvt Ltd Position in committees of other companies Nil Number of shares held in the Company 4700