Atul Ltd 2020-21

75 Corporate Overview 01 - 21 Statutory Report 22 - 87 Financial Statements 88 - 229 Notice NOTICE is hereby given that the 44 th Annual General Meeting of the Members of Atul Ltd will be held on Friday, July 30, 2021, at 10:30 am through video conferencing | other audiovisual means to transact the following businesses: Ordinary business 1. To receive, consider and adopt: i) the audited Standalone Financial Statements of the Company for the financial year ended March 31, 2021, and the Reports of the Directors and the Auditors thereon and ii) the audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2021, and the Report of the Auditors thereon. 2. To declare dividend on equity shares. 3. To appoint a Director in place of Mr B N Mohanan (Director identification number: 00198716) who retires by rotation and being eligible, offers himself for reappointment. Special business 4. To consider and, if thought fit, to pass with or without modifications, the following resolution as an ordinary resolution: “RESOLVED THAT pursuant to the provisions of Sections 196, 197 and 203 read with Schedule V 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), approval be and is hereby accorded to the reappointment of Mr S A Lalbhai (Director identification number: 00009278) as a Managing Director of the Company, and his receiving of remuneration, including minimum remuneration for a period of five years effective December 15, 2021, as per the draft agreement submitted to this meeting and for identification initialled by the Chairman. RESOLVED FURTHER THAT the Board of Directors (Board) be and is hereby authorised to alter and vary any or all of the terms and conditions and the draft of agreement as approved vide this resolution as may be deemed fit from time to time, which may have the effect of increasing the remuneration and for considering modifications, if any, by the Central Government in regard to the policy | guidelines pertaining to managerial remuneration and for the purpose of giving effect to this resolution, the Board be and is hereby authorised to do all such acts, deeds, matters and things as it may in its absolute discretion deem expedient, necessary, proper or in the best interest of the Company.” 5. 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 andAuditors) Rules, 2014, the remuneration of ` 3.10 lakhs plus taxes as applicable and reimbursement of actual travel and out-of-pocket expenses for the financial year ending March 31, 2022, as recommended by the Audit Committee and approved by the Board of Directors of the Company, to be paid to RNanabhoy&Co, CostAccountants, (Firmregistration number: 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. The 44 th Annual General Meeting (AGM) is being held through video conferencing | other audiovisual means (VC) in accordance with the procedure prescribed in circular number 20 | 2020 dated May 05, 2020, read with circular number 14 | 2020 dated April 08, 2020, circular number 17 | 2020 dated April 13, 2020, and circular number 2 | 2021 dated January 13, 2021, issued by the Ministry of Corporate Affairs and circular number SEBI/HO/ CFD/CMD1/CIR/P/2020/79 dated May 12, 2020, read with circular number SEBI/HO/CFD/CMD2/ CIR/P/2021/11 dated January 15, 2021, issued by the Securities and Exchange Board of India (the e-AGM circulars). The Members can attend the AGM through VC by following instructions given in Note number 19.4 of the Notice. For the purpose of recording the proceedings, the AGM will be deemed to be held at the registered office of the Company at Atul House, G I Patel Marg, Ahmedabad 380 014, Gujarat, India. Keeping in view the guidelines to fight the COVID-19 pandemic, the Members are requested to attend the AGM from their respective locations by VC and not to visit the registered office to attend the AGM. 02. Since the Annual General Meeting (AGM) is being held pursuant to the e-AGM circulars through video conferencing | other audiovisual means, physical attendance of the Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence, the Proxy Form, Attendance Slip and route map of the AGM venue are not annexed to this Notice. However, a Member may appoint a representative as per applicable provisions of the Companies Act, 2013 to attend and | or vote. 03. Copies of the Balance Sheet, the Statement of Profit and Loss, the Directors’ Report, the Auditor’s Report and every other document required by law