Super Spinning Mills Ltd

1. To receive, consider and adopt the audited financial statements including Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss and Cash Flow Statement for the year ended as on that date and the Report of the Directors and Auditors thereon.

2. To appoint a Director in the place of Mr. Sumanth Ramamurthi (DIN 00002773), who retires by rotation and being eligible, offers himself for re-appointment.

3. To re-appoint the Auditors and to fix their remuneration and in this regard to pass the following resolution as an Ordinary Resolution:

Resolved that pursuant to the provisions of Section 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 M/s. Reddy, Goud & Janardhan (Firm Registration No. 003254S) Chartered Accountants, Bangalore be and are hereby re-appointed as Statutory Auditors of the Company to hold office from the conclusion of this Annual General Meeting till the conclusion of the next Annual General Meeting at a remuneration to be decided by the Board of Directors in consultation with the Auditors.

Special Business

4. To ratify the remuneration payable to the Cost Auditors and in this regard to pass the following resolution as an Ordinary Resolution:

Resolved that pursuant to the Section 148 and other applicable provisions, if any, of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to M/s. S Mahadevan & Co., (Firm Registration No.000007), Cost Accountants, appointed as Cost Auditors of the Company by the Board of Directors amounting to Rs.1,75,000/- (Rupees One Lakh Seventy Five Thousand Only) plus applicable service tax and reimbursement of travelling and out of pocket expenses incurred by them for the purpose of audit of Cost Records of the Company for the financial year 2015-16 be and is hereby ratified.

Resolved further that the Board of Directors of the company, be and is hereby authorized to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.