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Atul Ltd | Annual Report 2010-11
NOTICE is hereby given that the 34th Annual General Meeting (AGM) of the Members of the Company will be held on
August 04, 2011, Thursday, at 11.00 a.m. at J B Auditorium Hall, Ahmedabad Management Association, Dr Vikram Sarabhai
Marg, Ahmedabad 380015, Gujarat, India to transact the following business:
Notice
Ordinary Business:
1. To receive, consider and adopt the Balance Sheet as on
March 31, 2011 and the Profit and Loss Account for the
year ended on that date together with the reports of the
Directors and the Auditors thereon.
2. To declare dividend.
3. To appoint a Director in place of Mr H S Shah 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 Dr S S Baijal 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 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.
6. To appoint Dalal & Shah as the Statutory Auditors and fix
their remuneration.
Special Business:
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 Sections
198, 269, 309 and other applicable provisions of the
Companies Act, 1956, the Company hereby accords
its approval to the reappointment of Mr S A Lalbhai as
Managing Director of the Company and his receiving of
remuneration including minimum remuneration for a
period of 5 years with effect from December 15, 2011,
as per the draft of agreement submitted to this meeting
and for identification initialed by the Chairman, which
agreement is hereby specifically sanctioned with liberty
to the Board of Directors to alter and vary the terms and
conditions of the said reappointment and|or agreement 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 (including commission)
and for considering modifications, if any, by the Central
Government in regard to the policy|guidelines pertaining
to managerial remuneration 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
Ahmedabad T R Gopi Kannan
May 13, 2011 President, Finance & Company Secretary
Notes:
1. A Member entitled to attend and vote at the meeting is
entitled to appoint a proxy to attend and vote instead of
himself | herself and a proxy need not be a Member.
2. Printed copies of the Balance Sheet, the Profit and Loss
Account, the Directors’ Report, the Auditors’ Report and
every other document required by law to be annexed
or attached to the Balance Sheet for the year ending
March 31, 2011 are enclosed.
3. Book closure: The Register of Members and the share
transfer books of the Company will remain closed from
July 01, 2011 to July 04, 2011 (both days inclusive).
4. Distribution of dividend: The dividend, if sanctioned, will
be paid to those Members holding shares in physical
form whose names stand on the Register of Members on
July 04, 2011. The dividend in respect of shares held in
the electronic form will be paid to the beneficial owners
of shares of opening position as on July 01, 2011, as per
details furnished by the depositories for this purpose.
The Members holding shares in electronic form may
please note that:
i) Instructions regarding bank details which they wish
to incorporate in future dividend warrants must be
submitted to their Depository Participants (DP). As
per the regulations of National Securities Depository
Ltd (NSDL) and Central Depository Services (India)
Ltd (CDSL), the Company is obliged to print bank
details on the dividend warrants, as furnished by
these depositories to the Company.
ii) Instructions already given by the Members for shares
held in physical form will not be automatically
applicable to the dividend paid on shares held in
electronic form.
iii) Instructions regarding change of address, nomination
and power of attorney must be given directly to the DP.
5. Transfer of unclaimed dividend pursuant to Section 205A
of the Companies Act, 1956. The unpaid dividend payable
to the Members in respect of the 16th dividend onwards,
that is, from the year ended March 31, 2004, will be
transferred to the Investor Education and Protection Fund
(IEPF) under the provisions of the Companies Act, 1956.
Information in respect of such unclaimed dividend when
due for transfer to the said Fund is given below: