Shareholders is hereby given that the Twenty Eighth Annual General Meeting of the
Members of the Company will be held at Sri Thyaga Brahma Gana Sabha, Vani Mahal, 103, G N
Road, T. Nagar, Chennai 600 017, on Friday the 7 August, 2015 at 10.00 a.m. to transact
the following business:
ORDINARY BUSINESS
1 To consider and adopt the Balance Sheet as at 31 March 2015 and the Profit and Loss
Account for the 15 months period ended on that date together with the Reports of Directors
and the Auditors thereon.
2. To declare a dividend.
3. To appoint a Director in place of Mr Rohit Gambhir having Director Identification
Number 06686250, who retires by rotation and is eligible for re-appointment.
4. To consider and to pass the following resolution as an Ordinary Resolution: RESOLVED
THAT pursuant to the provisions of Sections 139, 142 and other applicable provisions, if
any, of the Companies Act, 2013 (the Act) and The Companies (Audit and Auditors) Rules,
2014, (the Rules), (including any statutory modification(s) or re-enactment(s) thereof for
the time being in force), M/s S. R. Batliboi & Associates, LLP, Char tered
Accountants, (Firm Registration No. 101049W), who have offered themselves for
re-appointment and have confirmed their eligibility to be appointed as Auditors, in terms
of provisions of Section 141 of the Act, and Rule 4 of the Rules, be and are hereby
re-appointed as Statutory Auditors of the Company for a period of five years, to hold
office from the conclusion of this Annual General Meeting until the conclusion of the
Annual General Meeting of the Company to be held in the year 2020, subject to ratification
at every annual general meeting, on such remuneration as may be agreed upon by the Board
of Directors and the Auditors, in addition to service tax and re-imbursement of out of
pocket expenses incurred by them in connection with the audit of Accounts of the Company.
SPECIAL BUSINESS
5. To consider and to pass the following resolution as an Ordinary Resolution: RESOLVED
THAT the remuneration of Rs.5,00,000/-(Rupees five lakhs only), in addition to
reimbursement of travel and out-of-pocket expenses, payable to M/s. Geeyes & Co.,
Practising Cost Accountants, Chennai holding Membership No.000044 allotted by the
Institute of Cost Accountants of India, who was appointed as Cost Auditor of the Company
for the financial year ending 31.3.2016 as recommended by the Audit Committee and approved
by the Board of Directors at its meeting held on 26 May, 2015 in terms of Section 148 of
the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 be and is
hereby ratified.
6. To consider and to pass the following resolution as an Ordinary Resolution:
RESOLVED THAT the approval of the Company be and is hereby accorded to the
re-designation of Mr Rohit Gambhir, Executive Director and Chief Executive of the Company
as Managing Director of the Company with effect from 1 November, 2014 without any
variations in the terms and conditions like remuneration, balance tenure and other terms
relating to his appointment earlier approved by the shareholders at their Annual General
Meeting held on 25 April, 2014.
|
By Order of the Board of Directors |
| Chennai |
S Venkatakrishnan |
| 26 May, 2015 |
Company Secretary |