Page 49 - TATA Motors AR_2011-12

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Notice
47
CORPORATE OVERVIEW (1-31)
STATUTORY REPORTS
FINANCIALS (123-204)
Committee thereof of the Company, be and is hereby
authorised to take all such steps as may be necessary,
proper and expedient to give effect to this Resolution.”
10. Appointment of Mr Satish Borwankar as a Director
To consider and, if thought fit, to pass with or without
modification, if any, the following resolution as an
Ordinary Resolution:-
“RESOLVED that Mr Satish Borwankar, who was
appointed by the Board of Directors as an Additional
Director of the Company on June 21, 2012 and who
holds office upto the date of this Annual General
Meeting of the Company, in terms of Section 260 of
the Companies Act, 1956 (“the Act”), but who is eligible
for appointment and in respect of whom the Company
has received a notice in writing from a Member under
Section 257 of the Act proposing his candidature for
the office of Director of the Company, be and is hereby
appointed a Director of the Company.”
11. Appointment of Mr Satish Borwankar as Executive
Director
To consider and, if thought fit, to pass with or without
modification, the following resolution as an Ordinary
Resolution:-
“RESOLVED that pursuant to the provisions of Sections
198, 269, 309 and other applicable provisions, if any, of
the Companies Act, 1956 (“the Act”), as amended or
re-enacted from time to time, read with Schedule XIII
of the Act, the Company hereby approves of the
appointment and terms of remuneration of Mr Satish
Borwankar as the Executive Director of the Company
for a period of 5 years with effect from June 21, 2012,
upon the terms and conditions, including the
remuneration to be paid in the event of inadequacy
of profits in any financial year, as set out in the
Explanatory Statement annexed to the Notice
convening this meeting, with liberty to the Directors
to alter and vary the terms and conditions of the said
appointment in such manner as may be agreed to
between the Directors and Mr Borwankar.”
“RESOLVED FURTHER that the Board of Directors or a
Committee thereof of the Company, be and is hereby
authorised to take all such steps as may be necessary,
proper and expedient to give effect to this Resolution.”
12. Revision in the terms of remuneration
of Mr Prakash Telang, Managing Director - India
Operations
To consider and, if thought fit, to pass with or without
modification, if any, the following resolution as an
Ordinary Resolution:-
“RESOLVED that in partial modification of Resolution
No.10 passed at the Annual General Meeting of the
Company held on August 25, 2009, for appointment
and terms of remuneration of Mr Prakash Telang,
Managing Director - India Operations of the Company
and pursuant to the provisions of Sections 198, 269,
309, 310 and other applicable provisions, if any, read
with Schedule XIII of the Companies Act, 1956, as
amended or re-enacted from time to time, the
Company hereby approves of the change in the
maximum amount of salary payable to Mr Telang,
increasing thereby proportionately, all benefits related
to the quantum of salary for the period from April 1,
2012 to June 21, 2012, as set out in the Explanatory
Statement annexed to the Notice convening this
meeting.”
“RESOLVED FURTHER that the Board of Directors or a
Committee thereof of the Company be and is hereby
authorised to take all such steps as may be necessary,
proper and expedient to give effect to this resolution.”
By Order of the Board of Directors
H K SETHNA
Company Secretary
Mumbai, June 21, 2012
Registered Office:
Bombay House, 24, Homi Mody Street, Mumbai 400 001
FINANCIAL HIGHLIGHTS (32-45)