NOTICE TO THE SHAREHOLDER
NOTICE is hereby given that the 20th Annual General Meeting of the Members of GujaratMetallic Coal & Coke Ltd will be held at Gyan Manch 11 Pretoria Street Kolkata-700071 on Monday 30th December 2013 at 10.30 a.m. to transact the following business :
ORDINARY BUSINESS :
1. To receive consider and adopt the audited Balance Sheet of the Company for the yearended as at 30th September 2013 and the Statement of Profit and Loss for the year endedon that date together with the Reports of the Auditors and Directors thereon.
2. To appoint a Director in place of Mr. Hironmoy Chatterjee who retires by rotationand being eligible offers himself for re-appointment.
3. To appoint Auditors of the Company and to fix their remuneration. In thisconnection to consider and if thought fit to pass the following resolution as anOrdinary Resolution : "RESOLVED THAT M/s N.C. Banerjee & Co. CharteredAccountants (Registration No. 302081E) be and are hereby re-appointed as StatutoryAuditors of the Company to hold office from the conclusion of this Annual General Meetinguntil the conclusion of next Annual General Meeting on the remuneration to be determinedby the Board of Directors in consultation with the Auditors."
SPECIAL BUSINESS :
4. To consider and if thought fit to pass with or without modifications thefollowing Resolution as a Special Resolution :
"RESOLVED THAT pursuant to provision of Section 198 269 309 and 310 readwith Schedule XIII and other applicable provisions if any of the Companies Act 1956 orsuch corresponding Sections of the Companies Act 2013 as may be applicable and subject tosuch approvals wherever necessary Mr. Dinesh Chandra Bajoria who presently is servingas a Chairman & Managing Director of the Company whose term of office shall expire on28.06.2014 be and is hereby re-appointed as Chairman & Managing Director of theCompany with effect from 29.06.2014 for a further period of 5 years upto 28.06.2019 on theterms and conditions as stated in the Explanatory Statement with liberty to the Board(which term shall include any committee constituted / or to be constituted by the Board)from time to time to alter the said terms and conditions in such manner as may be agreedto between the Board and Mr. Dinesh Chandra Bajoria in the best interest of theCompany."
"FURTHER RESOLVED THAT Mr. Dinesh Chandra Bajoria as a Chairman & ManagingDirector of the Company shall not be liable to retire by rotation."
"RESOLVED FURTHER THAT The Board of Directors the Company be and is herebyauthorized to do all such acts deeds matters and things as may be deemed necessary andexpedient to give effect to this Resolution."
5. To consider and if thought fit to pass with or without modifications thefollowing Resolution as a Special Resolution :
"RESOLVED THAT pursuant to provisions of Section 180(1)(c) of the Companies Act2013 the Board ofDirectorsoftheCompanybeandisherebyauthorizedtoborrowmoneysuptoRs.100Croresnotwithstandingthat moneys to be borrowed by the Company together with the moneys already borrowed (apartfrom the temporary loans obtained from the bankers in the ordinary course of the business)may exceed the aggregate of the paid up capital and free reserves that is to sayreserves not set apart for any specific purpose."
| ||By Order of the Board |
| ||For Gujarat Metallic Coal & Coke Ltd |
|Place : Kolkata ||Gopal Sharma |
|Date : 29th November 2013 ||Company Secretary |
1. A MEMBER ENTILED TO ATTEND AND VOTE AT THE MEETING IS ENTILED TO APPOINT APROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER OFTHE COMPANY.THE PROXY FORM IN ORDER TO BE EFFECTIVE MUST BE DULY COMPLETED STAMPED ANDLODGED WITH THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN FORTY-EIGHT HOURS BEFORETHE COMMENCEMENT OF THE MEETING. A PROXY FORM IS ENCLOSED HEREWITH.
2. The Explanatory Statement pursuant to Section 102 of the Companies Act 2013relating to Special Business is annexed.
3. The Register of Members and the Share Transfer Books of the Company will remainclosed from Monday23rd December2013 to Monday 30th December 2013. (Both daysinclusive).
4. Members who are holding shares in identical order of names in more than one folioare requested to write to the Company enclosing their Share Certificates to enable theCompany to consolidate their holdings in one folio.
5. Members desiring any information on the Accounts at the Annual General Meetings arerequested to write to the Company at least ten days in advance so as to enable theCompany to keep the information ready at the meetings.
6. Members are requested to bring the admission slips along with their copies of theReport and Accounts to the meeting.
7. Any change of address of the members may please be notified to the Registrars andShare Transfer Agent of the Company quoting their registered folio.
8. Shareholders are informed that dividend which remains unclaimed/un-encashed over aperiod of 7 years is required to transferred to "The Investor Education &Protection Fund" as per the provisions of Section 205C of the Companies Act1956 andonce the dividend is so transferred no claim thereof shall lie against the Company. Hencethe shareholders who have not encashed their dividend for the year 2005-06 are requestedto forward the same for revalidation and or seek issue of duplicate warrant immediately tothe Company or its RTA quoting their respective Folio No/client ID No.