50 / 148
Atul Ltd | Annual Report 2013-14
NOTICE is hereby given that the 37
th
Annual General Meeting (AGM) of the Members of Atul Ltd will be held on July 25, 2014,
Friday, at 11.00 a.m. at H T Parekh Hall, Ahmedabad Management Association, Dr Vikram Sarabhai Marg, Ahmedabad 380015,
Gujarat, India to transact the following businesses:
Ordinary Business:
01. To receive, consider and adopt the Financial Statements of
the Company for the year ended March 31, 2014 including
the Balance Sheet as on March 31, 2014, the Profit and Loss
Account and the Cash Flow Statement for the year ended on
that date together with the Reports of the Directors and the
Auditors thereon.
02. To declare dividend.
03. To appoint a Director in place of Mr B N Mohanan (holding
DIN 00198716) who retires by rotation under Article 134 of
the Articles of Association of the Company and being eligible,
offers himself for reappointment.
04. To appoint a Director in place of Mr B S Mehta (holding DIN
00035019) who retires by rotation under Article 134 of the
Articles of Association of the Company and being eligible,
offers himself for reappointment.
05. To appoint Dalal & Shah (Firm Registration Number 102020W)
as the Statutory Auditors from the conclusion of this Annual
General Meeting (AGM) until the conclusion of the next AGM
of the Company and fix their remuneration.
Special Business:
06. To consider and, if thought fit, pass, with or without
modifications, the following resolution as an Ordinary
Resolution:
“RESOLVED THAT pursuant to the provisions of Sections
149, 150, 152, Schedule IV of the Companies Act, 2013
and any other applicable provisions (including any statutory
modification(s) or re-enactment thereof), Mr S M Datta
(holding DIN 00032812), in respect of whom the Company
has received a Notice in writing from a Member proposing
his candidature for the office of Director, be and is hereby
appointed as an Independent Director of the Company
to hold office for five consecutive years for a term up to
March 31, 2019.”
07. 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
149, 150, 152, Schedule IV of the Companies Act, 2013
and any other applicable provisions (including any statutory
modification(s) or re-enactment thereof), Mr G S Patel (holding
DIN 00045625), in respect of whom the Company has received
a Notice in writing from a Member proposing his candidature
for the office of Director, be and is hereby appointed as an
Independent Director of the Company to hold office for five
consecutive years for a term up to March 31, 2019.”
08. 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
149, 150, 152, Schedule IV of the Companies Act, 2013
and any other applicable provisions (including any statutory
modification(s) or re-enactment thereof), Dr S S Baijal
(holding DIN 00027961), in respect of whom the Company
has received a Notice in writing from a Member proposing
his candidature for the office of Director, be and is hereby
appointed as an Independent Director of the Company to
hold office for five consecutive years for a term up to March
31, 2019.”
09. 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
149, 150, 152, Schedule IV of the Companies Act, 2013
and any other applicable provisions (including any statutory
modification(s) or re-enactment thereof), Mr H S Shah
(holding DIN 00152195), in respect of whom the Company
has received a Notice in writing from a Member proposing
his candidature for the office of Director, be and is hereby
appointed as an Independent Director of the Company to
hold office for five consecutive years for a term up to March
31, 2019.”
10. 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
149, 150, 152, Schedule IV of the Companies Act, 2013
and any other applicable provisions (including any statutory
modification(s) or re-enactment thereof), Mr V S Rangan
(holding DIN 00030248), in respect of whom the Company
has received a Notice in writing from a Member proposing
his candidature for the office of Director, be and is hereby
appointed as an Independent Director of the Company
to hold office for five consecutive years for a term up to
March 31, 2019.”
11. To consider and, if thought fit, pass, with or without
modifications, the following resolution as an Ordinary
Resolution:
“RESOLVED THAT pursuant to the provisions of the
Companies Act, 1956 | the Companies Act, 2013 and
other applicable provisions for the time being in force,
approval be and is hereby accorded to the reappointment of
Mr B N Mohanan (holding DIN 00198716) as a Whole-time
Director of the Company, and his receiving of remuneration
including minimum remuneration for a period of three
years with effect from January 01, 2014, as per the draft
Agreement submitted to this meeting and for identification
initialled by the Chairman.
FURTHER RESOLVED THAT the Board of Directors (Board)
be and is hereby authorised to alter and vary any or all of
the terms and conditions and the draft of Agreement as
approved vide this Resolution as may be deemed fit from
time to time which may have the effect of increasing the
remuneration and for considering modifications, if any, by
the Central Government in regard to the policy | guidelines
Notice