Company Overview Financial Statements Notice Statutory Reports 25 Rudolf Atul Chemicals Ltd | Annual Report 2023-24 Notice NOTICE is hereby given that the 20th Annual General Meeting of the members of Rudolf Atul Chemicals Ltd will be held on Monday, August 05, 2024, at 4:00 pm through video conferencing | other audiovisual means to transact the following businesses: Ordinary business 1. To receive, consider and adopt the audited Financial Statements of the Company for the financial year ended March 31, 2024, and the Reports of the Directors and the Auditors thereon. 2. To declare dividend on equity shares. 3. To appoint aDirector in place of Mr Sudhir Merchant (DIN: 00033406), who retires by rotation and is eligible, offers himself for reappointment. 4. To appoint a Director in place of Mr Gopi Kannan Thirukonda (DIN: 00048645) who retires by rotation and being eligible, offers himself for reappointment. Special business 5. 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, 152 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), Dr Oliver Kusterle (DIN: 10209763), be and is hereby appointed as the Director of the Company liable to retire by rotation.” 6. 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, 152 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), Mr Tejas Shukla (DIN: 10309971), be and is hereby appointed as the Director of the Company.” RESOLVED FURTHER THAT pursuant to the provisions of Sections 196, 197, 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 appointment of Mr Tejas Shukla (Director identification number: 10309971) as the Managing Director of the Company, and his receiving of remuneration, including minimum remuneration fromOctober 01, 2023 to September 30, 2028, as per the draft agreement submitted to this meeting and for identification initialed 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 of the 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 I 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.” 7. To consider and, if thought fit, to pass with or without modifications, the following resolution as an ordinary resolution: “RESOLVEDTHATpursuant toSection148(3) of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, the remuneration of ` 65 , 200 p l us taxes as app l i cab l e and reimbursement of actual travel and out-of-pocket expenses for the financial year ending March 31, 2025, as recommended by the Audit Committee and approved by the Board of Directors of the Company, to be paid to Tadhani & Co, Cost Accountants, firm registration number: 003635 for conducting cost audits of the applicable products in the category of Chemicals, Inorganic Chemicals, Organic Chemicals, their derivatives be and is hereby ratified and confirmed.” Notes 1. The 20th Annual General Meeting (AGM) is being
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