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NOTICE is hereby given that the Thirty-
second Annual General Meeting of the
Members of the Company will be held on
August 7, 2009, Friday at 11.00 am at
Sheth Shri Amrutlal Hargovandas
Memorial Hall, Gujarat Chamber of
Commerce and Industry, Gujarat
Chamber Building, Ashram Road,
Ahmedabad 380009, Gujarat, India to
transact the following business:
Ordinary Business:
1. To receive, consider and adopt the
Balance Sheet as on March 31, 2009 and
the Profit and Loss Account for the year
ended on that date together with the
reports of Directors and the Auditors
thereon.
2. To declare dividend
3. To appoint a Director in place of Dr K
Aparajithan, who retires by rotation
under Article 134 of the Articles of
Association of the Company and being
eligible, offers himself for reappointment.
4. To appoint a Director in place of Mr G
S Patel, who retires by rotation under
Article 134 of the Articles of Association
of the Company and being eligible, offers
himself for reappointment.
5. To appoint Dalal & Shah, Chartered
Accountants, as Auditors and to fix their
remuneration
Special business
6. To consider and, if thought fit, to pass,
with or without modifications, the
following resolution as an ordinary
resolution
“RESOLVED THAT Mr B N Mohanan,
retiring at this Annual General Meeting,
having been appointed as an Additional
Director and who being eligible offers
himself for appointment and in respect
of whom the Company has received a
notice in writing under Section 257 of
the Companies Act, 1956 from a
member proposing his candidature, be
and is hereby appointed a Director of the
Company.”
7. To consider and, if thought fit, to pass,
with or without modifications, the
following resolution as an ordinary
resolution:
“RESOLVED THAT pursuant to the
provisions of Section 198, 269, 309 and
other applicable provisions of the
Companies Act, 1956, the Company
hereby approves the appointment of Mr
B N Mohanan as a Wholetime director,
on the terms and conditions of
appointment including remuneration for
a period of five years from January 1,
2009, as set out in the draft Agreement
submitted to this meeting and for
identification initialled by the Chairman,
which agreement is hereby specifically
sanctioned with power to the Board to
alter or determine the conditions thereof,
in such manner as may be agreed to
between the parties and within the limits
prescribed by the Central Government.
FURTHER RESOLVED THAT the Board of
Directors be and is hereby authorised to
alter and vary any or all of the terms and
conditions as approved vide this
resolution as may be deemed fit from
time to time which may have the effect
of increasing the remuneration or
perquisites or benefits and for the
purpose of giving effect to this resolution
the Board of Directors be and is hereby
authorised to do all such acts, deeds,
matters and things as it may in its
absolute discretion deem necessary,
expedient, usual or proper in the best
interest of the Company.”
By Order of the Board
T R Gopi Kannan
Ahmedabad
President, Finance &
June 05, 2009
Company Secretary
Notice