Atul Ltd 2017-18

Atul Ltd | Annual Report 2017-18 for the time being in force (including any statutory modification(s) or re-enactment thereof), the consent of the Company be and is hereby accorded for continuance of the office of Independent Director by Mr B R Arora (DIN: 00194168) appointed vide Resolution number 9 on August 04, 2015 by the Members.” 11. 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 Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 and any other applicable provisions for the time being in force (including any statutory modification(s) or re-enactment thereof), the consent of the Company be and is hereby accorded for continuance of the office of Non-executive Director by Mr R A Shah (DIN: 00009851) appointed vide Resolution number 3 on July 28, 2017 by the Members.” 12. To consider and, if thought fit, to pass, with or without modifications, the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to Article 87(2) of the Articles of Association of the Company and in accordance with the provisions of Section 197 of the Companies Act, 2013 and any other applicable provisions for the time being in force (including any statutory modification(s) or re-enactment thereof) (the Act), the Non-executive Directors of the Company be paid remuneration by way of commission, over and above the sitting fees, up to 1% of the net profit of the Company computed in the manner laid down in Section 198 of the Act, for each of 5 financial years commencing from April 01, 2018, in a such proportion and manner as the Board of Directors may from time to time determine.” 13. To consider and, if thought fit, to pass, with or without modifications, the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to Section 148(3) of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, the remuneration of ` 2.69 lakhs plus taxes as applicable and reimbursement of actual travel and out of pocket expenses for the financial year ending March 31, 2019 as recommended by the Audit Committee and approved by the Board of Directors of the Company, to be paid to R Nanabhoy & Co, Cost Accountants, (FRN: 000010) for conducting Cost Audit of the applicable products in the category of Bulk Drugs, Chemicals, Insecticides, Inorganic Chemicals, Organic Chemicals and their derivatives 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 50 Members and holding in aggregate not more than 10% of the total share capital of the Company. In order that the appointment of a proxy is effective, the instrument appointing the proxy must be received at the registered office of the Company not later than 48 hours before the commencement of the meeting, that is, by 10:30 am on Wednesday, July 25, 2018. 02. Copies of the Balance Sheet, Statement of the Profit and Loss, the Directors’ Report, the Auditors’ Report and every other document required by law to be annexed or attached to the Balance Sheet for the financial year ended March 31, 2018 are annexed | attached. 03. The Register of Members and the Share Transfer Books of the Company will remain closed from July 14, 2018 to July 20, 2018 (both days inclusive). 04. The dividend if approved will be paid to those Members whose names stand on the Register of Members on July 13, 2018. 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. Fresh instructions regarding bank details must be given to the DPs. 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 23 rd dividend onwards, that is, from financial year ended March 31, 2011, will be transferred to the Investor Education and Protection Fund (IEPF). Information in respect of such unclaimed dividends as to when they are due for transfer to the said fund is given below: Dividend Financial year ended Date of declaration of dividend Dividend payment Expected date of transfer of unpaid dividend to IEPF 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 27 th March 31, 2015 August 04, 2015 85% August 03, 2022 28 th March 31, 2016 July 29, 2016 100% July 28, 2023 29 th March 31, 2017 July 28, 2017 100% July 27, 2024 No claim will 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.