Basic HTML Version
Notice
49
CORPORATE OVERVIEW (1-31)
STATUTORY REPORTS
FINANCIALS (123-204)
Explanatory Statement
The following Explanatory Statement, pursuant to Section
173 of the Companies Act, 1956 (‘the Act’), sets out all material
facts relating to the business mentioned at Item Nos. 7 to 12
of the accompanying Notice dated June 21, 2012:
Item No.7:
The Board of Directors (‘the Board’) appointed
Mr Cyrus P Mistry as an Additional Director of the Company
on May 29, 2012, pursuant to Section 260 of the Act and
Article 132 of the Articles of Association of the Company.
Under Section 260 of the Act, Mr Mistry ceases to hold
office at this Annual General Meeting but is eligible for
appointment as a Director. Notice under Section 257 of
the Act has been received from a Member signifying his
intention to propose Mr Mistry’s appointment as a Director.
Mr Mistry is a graduate of Civil Engineering from Imperial
College, UK and has an M.Sc. in Management from London
Business School . He has been associated with the
Shapoorji Pallonji Group since 1994. Under Mr Mistry’s
guidance, Shapoorji Pallonji’s construction business has
grown from a turnover of US$ 20 million to approximately
US$ 1.5 billion, with presence in over 10 countries. He
joined the Board of Tata Sons Limited in 2006 and is
presently the Executive Deputy Chairman. Brief
information of Mr Mistry is given in the Annexure attached
to the Notice.
The Board considers it desirable that the Company should
continue to avai l of the services of Mr Mistry and
accordingly commends the Resolution at Item No. 7 for
approval by the Members.
operates on the new and
unique bank
account
number allotted by banks post implementation of
Core Banking Solutions (CBS) for centralized processing
of inward instructions and efficiency in handling
bulk transactions. The NECS facility is available at
locations identified by Reserve Bank of India from
time to time and covers most of the cities and
towns. Members holding shares in physical form
and desirous of availing this facility are requested
to contact the Company ’s Registrars and
Transfer Agents.
h.
Members holding shares in dematerialised mode
are requested to intimate all changes pertaining
to their bank details, NECS, mandates, nominations,
power of attorney, change of address/name,
PAN details, etc. to their Depository Par ticipant
only and not to the Company ’s Registrars and
Transfer Agents. Changes intimated to the
Depository Participant will then be automatically
reflected in the Company ’s records which wi l l
help the Company and its Registrars and Transfer
Agents to provide efficient and better service to the
Members.
i.
As per Securities and Exchange Board of India (SEBI)
notification, submission of Permanent Account
Number (PAN) is compulsor i ly required for
participating in the securities market, deletion of name
of deceased shareholder or transmission/
transposition of shares. Members holding shares in
dematerialised mode are requested to submit the
PAN details to their Depository Participant, whereas
Members holding shares in physical form are
requested to submit the PAN details to the Company’s
Registrars and Transfer Agents.
j.
Members’ attention is particularly drawn to the
“Corporate Governance” section in respect of
unclaimed and unpaid dividends.
k.
Members desiring any information as regards the
Accounts are requested to write to the Company at
an early date so as to enable the Management to
keep the information ready at the Meeting.
l.
As an austerity measure, copies of the Annual Report
will not be distributed at the Annual General Meeting.
Members are requested to bring their attendance slip
alongwith a copy of Annual Report to the Meeting.
FINANCIAL HIGHLIGHTS (32-45)