To consider and adopt the audited financial statements of the Company for the financial
year ended 31st March, 2015 including the Balance Sheet, Profit & Loss Account and
report of the Board of Directors and Auditors thereon.
To consider and if thought fit, to pass with or without modification(s) the following
resolution as an ordinary resolution:
"RESOLVED that M/s. Brahmayya & Co., Chartered Accountants, bearing
Registration No.000513S, be and are hereby reappointed as statutory Auditors of the
Company to hold office from the conclusion of this Annual General Meeting until the
conclusion of the next Annual General Meeting, at such remuneration to be fixed by the
Board of Directors of the Company."
SPECIAL BUSINESS
APPOINTMENT OF Dr. B. NEETA KUMARI AS ADDITIONAL DIRECTOR OF THE COMPANY:
To consider and if thought fit, to pass with or without modification(s) the following
resolution as an ordinary resolution for regularization of Additional Director, Dr. B.
Neeta Kumari.:
"RESOLVED that Dr. B, Neeta Kumari, who was appointed as an Additional Director
with effect from 30th March, 2015 on the Board of the Company in terms of Section 161 of
the Companies Act, 2013 and Articles of Association of the Company, who hold this office
upto the date of this Annual General Meeting and in respect of whom a Notice has been
received from a member in writing under section 160 of the Companies Act, 2013 along with
requisite deposit proposing her candidature for office of the Director be and is
hereby appointed as Director of the Company."
TRANSACTIONS WITH RELATED PARTIES:
To consider and if thought fit, to pass with or without modifications, the following
resolution as special resolution:
"RESOLVED that pursuant to provision(s) of section 188 and other applicable
provisions, if any, of the Companies Act, 2013, the consent of the members of the Company
be and is hereby accorded to the Board of Directors to enter into any contract or
arrangements with related party, M/s. Oxeeco Technologies Private Limited, with respect to
leasing of office building of 3250 sft. aggregating to Rs.66550/- per month for a period
of three years with 10% increase per annum."
"RESOLVED FURTHER that the Board of Directors of the Company be and is hereby
authorized to take such steps as may be necessary for obtaining approvals, statutory
contractual or otherwise in relation to the above and to settle all matters arising out of
and incidental thereto and to sign and execute all deeds, documents that may be required
on behalf of the Company and generally to do all acts, deeds, matters and things that may
be necessary or incidental thereto for the purpose of giving effect to this
resolution."
ADOPTION OF NEW SET OF ARTICLES OF ASSOCIATION OF THE COMPANY:
To Consider and if thought fit, to pass the following resolution with or without
modification(s) as an ordinary resolution:
"RESOLVED that pursuant to provisions of Section 14 and other applicable
provisions, if any, of the Companies Act, 2013 (including any amendments thereof and
re-enactments thereof), the Articles of the Association of the Company be and are hereby
altered by replacing all the existing Regulations 1 to 161 with the new Regulations 1 to
133, a copy of this is annexed to the explanatory statement, be and is hereby adopted as
new Regulations and the Articles of Association of the Company.
"RESOLVED FURTHER that for the purpose of giving effect to this resolution, Mr.
Sreedhar Chowdhury (DIN: 00188924) Managing Director of the Company, be and is hereby
authorized on behalf of the Company to do all acts, deeds, matters and things as deemed
necessary, proper or desirable and to file, sign and execute all necessary documents,
applications and returns for the purpose giving effect to the aforesaid resolution along
with filing necessary e- form with the Registrar of Companies."
|
By order of the Board of Directors of |
|
INCON ENGINEERS LIMITED |
Place: Hyderabad |
SREEDHAR CHOWDHURY |
Date: 27.05.2015 |
MANAGING DIRECTOR |