| Bajaj Hindusthan Ltd has informed BSE that the 78th Annual General Meeting (AGM) of the Company will be held on March 18, 2010 , inter alia, to transact the following:
1. To receive, consider and adopt the Audited Profit & Loss Account for the Financial Year ended September 30, 2009 and the Balance Sheet as at that date together with the Reports of the Board of Directors and Auditors thereon.
2. To declare dividend on Equity Shares for the year ended September 30, 2009.
3. To appoint Directors in place of Mr. R. V. Ruia & Mr. Alok Krishna Agarwal, who retires by rotation and being eligible, offers themselves for re-appointment.
4. To appoint M/s. Chaturvedi & Shah, Chartered Accountants, as Auditors of the Company to hold office from conclusion of this (78th) Annual General Meeting until the conclusion of the next (79th) Annual General Meeting of the Company on remuneration as may be fixed by the Board of Directors of the Company in place of the retiring Auditors M/s. Dalal & Shah, Chartered Accountants, who have given a Notice in writing expressing their unwillingness to offer themselves for re-appointment as the Auditors of the Company.
5. To appoint Dr. Sanjeev Kumar, as a Director of the Company, liable to retire by rotation.
6. Revision in the terms of remuneration of Mr. Shishir Bajaj, Managing Director, with effect from December 16, 2009 till the remaining tenure of the present term of Managing Director expiring on June 30, 2013.
7. To borrow any sum or sums of money from time to time at their discretion, for the purpose of the business of the Company, which together with the monies already borrowed by the Company, (apart from temporary loans obtained from the Company`s Bankers in the ordinary course of business) may exceed at any time, the aggregate of the paid-up capital of the Company and its free reserves (that is to say, reserves not set apart for any specific purpose) by a sum not exceeding Rs. 6000 Crores (Rupees Six Thousand Crores) and that the Board of Directors be and is hereby empowered and authorised to arrange or fix the terms and conditions of all such monies to be borrowed from time to time as to interest, repayment, security or otherwise as it may think fit, subject to necessary provisions & approvals.
8. To mortgage and/or charge, in addition to the mortgages and/or charges created/to be created by the Company, in such form and manner and with such ranking as to priority and for such time and on such terms as the Board may determine, all or any of the movable and/or immovable, tangible and/or intangible properties of the Company, both present and future and/or the whole or any part of the undertaking(s) of the Company together with the power to take over the management of the business and concern of the Company in certain events of default, in favour of the lender(s), agent(s), trusteed) for securing the borrowings of the Company availed/to be availed by way of loan(s) (in foreign currency and/or rupee currency) and securities {comprising fully/partly convertible debentures and/or non-convertible debentures with or without detachable or non-detachable warrants and/or secured premium notes and/or floating rates notes/bonds or other debt instruments), issued /to be issued by the Company, from time to time, subject to the limits approved under Section 293(1)(d) of the Companies Act, 1956, together with interest at the respective agreed rates, additional interest, compound interest in case of default, accumulated interest, liquidated damages, commitment charges, premia on pre-payment, remuneration of agent(s) / trustee(s), premium (if any) on redemption, all other costs, charges and expenses, including any increase as a result of devaluation/ revaluation/ fluctuation in the rates of exchange and all other monies payable by the Company in terms of loan agreements), heads of agreements), debenture trust deed(s) or any other document entered into/to be entered into between the Company and the lender(sV agent(sV trustees), in respect of the said loans/ borrowings/ debentures and containing such specific terms and conditions and covenants in respect of enforcement of security as may be stipulated in that behalf and agreed to between the Board of Directors or Committee thereof and the lenders/ agent(s)/trustee(s), subject to necessary provisions & approvals.
9. To reclassify the Authorised Share Capital of the Company comprising of 30,00,00,000 (Thirty Crores) Equity Shares of Re. 1/- each and 50,00,00,000 (Fifty Crores) Unclassified Shares of Re. 1/- each, aggregating to Rs.80,00,00,000/- (Rupees Eighty Crores only) in to 80,00,00,000 (Eighty Crores) Equity Shares of Re.1/- each (Rupee One only) aggregating to Rs. 80,00,00,000/- (Rupees Eighty Crores only) & consequential amendment in the Memorandum of Association of the Company.
Bajaj Hindusthan Ltd has informed BSE that the members at the 78th Annual General Meeting (AGM) of the Company held on March 18, 2010, inter alia, have passed the following resolutions:
1. Adoption of the Audited Profit & Loss Account for the Financial Year ended September 30, 2009 and the Balance Sheet as, at that date together with the Reports of the Board of Directors and Auditors thereon.
2. Approval for payment of dividend at the rate of 70% (Rs. 0.70 per share) on Equity Shares of face value Re. 1/- each for the year ended September 30, 2009.
3. Re-appointment of Mr. R. V. Ruia & Mr. Alok Krishna Agarwal as Directors of the Company, liable to retire by rotation;
4. Appointment of M/s. Chaturvedi & Shah, as Statutory Auditors to hold office from the conclusion of this (78th) Annual General Meeting until the conclusion of the next (79th) Annual General Meeting of the Company in place of M/s. Dalal & Shah who have expressed their unwillingness for re-appointment as Auditors of the Company;
5. Appointment of Dr. Sanjeev Kumar, Director (Corporate & Legal Affairs) and earlier holding office as an Additional Director of the Company, as a Director liable to retire by rotation.
6. Revision in terms of remuneration of Mr. Shishir Bajaj, Managing Director.
7. Authorising the board of Directors under section 293(1)(d) of the Companies Act, 1956 with an enabling power to borrow in excess of the paid-up capital and free reserves of the Company by a sum not exceeding Rs. 6,000 crore.
8. Approval under section 293(1)(a) of the Companies Act, 1956 for creation of security upto the aforesaid enhanced amount of borrowing limits.
9. Approval for alteration in Authorised Share Capital of the Company by reclassifying the entire authorised capital of Rs. 80 crore comprising of only Equity Share Capital.
(As Per BSE Announcement Website dated on 18.03.2010)
Bajaj Hindusthan Ltd has submitted to BSE a copy of the Minutes of 78th Annual General Meeting (AGM) of the shareholders of the Company was held on March 18, 2010.
(As Per BSE Announcement Website dated on 14.04.2010) |