Atul Ltd 2014-15

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.