Atul Ltd 2013-14

53 EXPLANATORY STATEMENT The following Explanatory Statement, as required by Section 102 of the Companies Act, 2013 sets out material facts including the nature and concern or interest of the Directors in relation to the items of Special Business under Item Nos 06, 07, 08, 09, 10, 11, 12, 13, 14 and 15 mentioned in the accompanying Notice dated June 14, 2014. Item No 06 Mr S M Datta is an Independent Director of the Company. Mr Datta is also a Member of the Investment Committee of the Board of Directors (Board). Name Mr S M Datta Date of birth July 01, 1936 Brief résumé Mr S M Datta is a Director of the Company since October 28, 2002. Mr Datta is the Chairman of Administrative Staff College of India. He is also associated with various other renowned institutes. Mr Datta was the Chairman of Hindustan Unilever Ltd as well as of all Unilever Group companies in India and Nepal from 1990 to 1996. Mr Datta is a Chartered Engineer; Honorary Fellow - All India Management Association, Fellow - Indian Institute of Chemical Engineers, Member - Society of Chemical Industry (London) and Fellow - The Institution of Engineers (India). Mr Datta holds a post graduate degree in Science and Technology from the University of Calcutta. Directorship in other companies Public Companies: Bhoruka Power Corporation Ltd Castrol India Ltd - Chairman Door Sabha Nigam Ltd IL&FS Investment Managers Ltd - Chairman Peerless Financial Products Distributors’ Ltd - Chairman Peerless General Finance & Investment Company Ltd Peerless Hotels Ltd Philips Electronics India Ltd - Chairman Rabo India Finance Ltd Speciality Restaurants Ltd - Chairman Transport Corporation of India Ltd - Chairman Zodiac Clothing Company Ltd Private Companies: Chandras Chemical Enterprises Pvt Ltd SMD Management Consultants Pvt Ltd Membership in committees of other companies Chairman of Committees: Bhoruka Power Corporation Ltd - Audit Committee Castrol India Ltd - Shareholders’ | Investors’ Grievances Committee Transport Corporation of India Ltd - Compensation Committee Transport Corporation of India Ltd - Remuneration Committee Member of Committees: Castrol India Ltd - Audit Committee IL&FS Investment Managers Ltd - Compensation Committee IL&FS Investment Managers Ltd - Shareholders’ | Investors’ Grievances Committee Peerless General Finance & Investment Company Ltd - Audit Committee Rabo India Finance Ltd - Audit Committee Transport Corporation of India Ltd - Audit Committee Number of shares held in the Company 10,000 Mr Datta retires by rotation at the ensuing Annual General Meeting under the erstwhile applicable provisions of Companies Act, 1956. In terms of Section 149 and any other applicable provisions of the Companies Act, 2013, Mr Datta 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 Datta as a candidate for the office of Director of the Company.

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