NOTICE TO THE SHAREHOLDERS
Notice is hereby given that the Thirty Ninth Annual General Meeting of the Company willbe held at the Registered Office of the Company on Wednesday, the 14th August, 2013 at10.45 a.m to transact the following business:
1. To receive, consider and adopt the Audited Balance Sheet as at March 31, 2013 andthe Profit and Loss account and the Cash Flow Statement for the year ended on that datetogether with the Notes annexed thereto and the reports of the Directors and the Auditorsthereon.
2. To appoint a director in the place of Sri V. Mahadevan, who retires by rotation andbeing eligible, offers himself for re-appointment:
3. To appoint a director in the place of Dr. V.Gopalan who retires by rotation andbeing eligible, offers himself for re-appointment:
4. To appoint auditors and to fix their remuneration and, in this connection to passwith or without modification, the following resolution as an Ordinary Resolution:
"RESOLVED that, pursuant to Section 224 of the Companies Act, 1956, M/s.M.S.Krishnaswami & Rajan, Chartered Accountants be and they are hereby re-appointedAuditors of the Company from the conclusion of this meeting until the conclusion of thenext Annual General Meeting on such remuneration and terms as may be determined by theBoard of Directors of the Company."
5. To consider and if thought fit, to pass with or without modification the followingresolution as a Special Resolution:
RESOLVED THAT pursuant to sub-clause (i) of clause (b) of sub-section (2A) of section149 of the Companies Act 1956, approval of the Company be and is hereby accorded forcommencement of new business stated in Clause III C (5) of the Memorandum of Associationof the Company reproduced here below:
IIIC (5) "TO GENERATE POWER BY ESTABLISHING WIND TURBINES, GAS TURBINES, SOLARPOWER STATIONS AND ALSO GENERATE POWER FROM TIDAL WAVES OR BY ANY OTHER METHOD AND TO SELLSUCH POWER TO TAMIL NADU ELECTRICITY BOARD OR TO ANY OTHER PERSON, ORGANISATION ORGOVERNMENT BODY".
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorisedto file pursuant to sub-clause(ii) of clause (b) of sub-section(2A) of section 149 of theCompanies Act 1956, a duly verified declaration in E-Form 20A prescribed in the Companies(Central Government's) General Rules and Forms (Amendment) Rules 2006, within theprescribed period of time and to do all such acts, deeds and things as may be required togive effect to this resolution."
| ||For and on behalf of the Board of |
| ||Sambandam Spinning Mills Limited |
|Place: Salem ||R.S. Shanmugam |
|Date : May 27, 2013 ||Company Secretary |