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Atul Ltd | Annual Report 2013-14

In the opinion of the Board, Mr Datta fulfils the conditions specified in the Companies Act, 2013 and the Rules made thereunder

for his appointment as an Independent Director of the Company and he is independent of the Management. Copy of the

draft letter for appointment of Mr Datta as an Independent Director setting out the terms and conditions will be available

for inspection without any fee by the Members at the Registered office of the Company during normal business hours on any

working day.

Mr Datta does not hold by himself or together with his relatives two percent or more of the total voting power of the Company.

The Board considers that his continued association will be of immense benefit to the Company. Accordingly, the Board

recommends the Resolution in relation to appointment of Mr Datta as an Independent Director, for the approval by the Members.

Except Mr Datta, being an appointee, none of the Directors and Key Managerial Personnel of the Company and their relatives

are concerned or interested, financially or otherwise, in the Resolution set out at Item No 06.

This Explanatory Statement may also be regarded as a disclosure under Clause 49 of the Listing Agreements with the Stock

Exchanges.

Item No 07

Mr G S Patel is an Independent Director of the Company. Mr Patel is also Chairman of the Stakeholders Relationship Committee,

a Member of the Audit Committee and a Member of the Nomination and Remuneration Committee of the Board of Directors

(Board).

Name

Mr G S Patel

Date of birth

November 16, 1923

Brief résumé

Mr G S Patel is a Director of the Company since August 10, 1983.

Mr Patel was the Chairman of Unit Trust of India. Previously he held directorships in 20

other companies in public and private sectors.

Mr Patel holds BSc (Economics) degree from London School of Economics, Bar-at-Law

degree from Lincoln’s Inn and MA (Economics) and LLB degrees from the University of

Mumbai.

Directorship in other companies

Nil

Membership in committees of other

companies

Nil

Number of shares held in the Company 1,100

Mr Patel is a Director whose period of office is liable to determination by retirement of Directors by rotation under the erstwhile

applicable provisions of the Companies Act, 1956. In terms of Section 149 and other applicable provisions of the Companies

Act, 2013, Mr Patel being eligible and offering himself for appointment, is proposed to be appointed as an Independent Director

for five consecutive years for a term up to March 31, 2019. A Notice has been received from a Member proposing Mr Patel as a

candidate for the office of Director of the Company.

In the opinion of the Board, Mr Patel fulfils the conditions specified in the Companies Act, 2013 and the Rules made thereunder

for his appointment as an Independent Director of the Company and he is independent of the Management. Copy of the draft

letter for appointment of Mr Patel as an Independent Director will be available for inspection without any fee by the Members

at the Registered office of the Company during normal business hours on any working day.

Mr Patel does not hold by himself or together with his relatives two percent or more of the total voting power of the Company.

The Board considers that his continued association will be of immense benefit to the Company. Accordingly, the Board

recommends the Resolution in relation to appointment of Mr Patel as an Independent Director, for the approval by the Members.

Except Mr Patel, being an appointee, none of the Directors and Key Managerial Personnel of the Company and their relatives are

concerned or interested, financially or otherwise, in the resolution set out at Item No. 07.

This Explanatory Statement may also be regarded as a disclosure under Clause 49 of the Listing Agreements with the Stock

Exchanges.