73 / 168
71
and is hereby appointed as an Independent Director of
the Company to hold office for five consecutive years for
a term from April 01, 2015 up to March 31, 2020.”
10. To consider and if thought fit, to pass with or without
modifications, the following Resolution as a Special
Resolution:
“RESOLVED THAT pursuant to the provisions of Section
14 and all other applicable provisions of the Companies
Act, 2013 read with the Companies (Incorporation)
Rules, 2014 {including any statutory modification(s) or
re-enactment thereof, for the time being in force}, the
draft regulations contained in the Articles of Association
submitted to this meeting be and are hereby approved
and adopted in substitution, and to the entire exclusion,
of the regulations contained in the existing Articles of
Association of the Company.
FURTHER RESOLVED THAT the Board of Directors of the
Company be and is hereby authorised to do all acts and
take all such steps as may be expedient, necessary and
proper to give effect to this Resolution.”
11. To consider and, if thought fit, pass, with or without
modifications, the following Resolution as an Ordinary
Resolution:
“RESOLVED THAT pursuant to Section 148 of the
Companies Act, 2013 and the Companies (Audit and
Auditors) Rules, 2014, the remuneration of
`
2.24 lacs
plus service tax as applicable and reimbursement of
actual travel and out of pocket expenses for the financial
year ending March 31, 2016 as approved by the Board
of Directors of the Company, to be paid to R Nanabhoy
& Co, Cost Accountants, for conducting Cost Audit of
the applicable products in the category of Bulk Drugs,
Chemicals, Inorganic Chemicals, Organic Chemicals and
their derivatives, Insecticides and Polymers be and is
hereby ratified and confirmed.”
Notes
01. 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 the proxy need not be a Member.
A person can act as proxy on behalf of not more than fifty
Members and holding in aggregate not more than ten
percent of the total share capital of the Company.
02. 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, 2015 are annexed | attached.
03. The Register of Members and the Share Transfer Books of
the Company will remain closed from June 20, 2015 to
June 23, 2015 (both days inclusive).
04. The dividend if approved will be paid to those Members
whose names stand on the Register of Members on June
19, 2015.
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 (DPs). As
per the regulations of National Securities Depository
Ltd and Central Depository Services (India) Ltd,
the Company is obliged to print on the dividend
warrants, bank details as furnished by these
depositories.
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 DPs.
05. Unpaid dividend payable to the Members in respect of the 20th dividend onwards, that is, from the year ended March 31,
2008, will be transferred to the Investor Education and Protection Fund (IEPF). Information in respect of such unclaimed
dividend when due for transfer to the said fund is given below:
Dividend Accounting year
ended
Date of declaration of
dividend
Dividend
payment
Expected date of transfer
of unpaid dividend to IEPF
20
th
March 31, 2008
August 25, 2008
30%
August 24, 2015
21
st
March 31, 2009
August 07, 2009
30%
August 06, 2016
22
nd
March 31, 2010
September 06, 2010
40%
September 05, 2017
23
rd
March 31, 2011
August 04, 2011
45%
August 03, 2018
24
th
March 31, 2012
July 27, 2012
45%
July 26, 2019
25
th
March 31, 2013
July 26, 2013
60%
July 25, 2020
26
th
March 31, 2014
July 25, 2014
75%
July 24, 2021
No claim shall lie from a Member once the transfer is made to the said Fund. The Members who have not encashed their
dividend warrants are requested to encash the same before the said transfer in their own interest.
06. The Company appointed Sharepro Services (India) Pvt Ltd as Registrar and transfer agent for physical and dematerialised
shares. The Members are requested to take note and deal with the aforesaid agency when necessary.