NOTICE is hereby given that the 26th Annual General Meeting of the Members of RiteshProperties and Industries Limited will be held on Wednesday, 25th day of September, 2013at 11:00 A.M. at M.L Bhartia Auditorium, Alliance Francaise de Delhi, Indo-French CulturalCentre, 72, Lodi Estate, New Delhi-110003 to transact the following business:
1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31stMarch 2013 and Profit & Loss Account for the year ended on that date along with theReports of the Directors and Auditors thereon.
2. To appoint a Director in place of Mr. Surinder Kumar Sood, who retires by rotationand being eligible, offers himself for re-appointment.
3. To appoint Auditors for the year 2013-14 and to fix their remuneration.
M/s. S M Mathur & Co. Chartered Accountants, New Delhi, the retiring auditors beingeligible offer themselves for re-appointment.
4. To consider and if thought fit, to pass, with or without modifications, thefollowing resolution as an Ordinary Resolution:
"RESOLVED THAT Dr. Gurpreet Singh Brar, who was appointed as an AdditionalDirector with effect from May 15,2013 on the Board of the Company in terms of Section 260of the Companies Act, 1956 and and who holds office up to the date of this Annual GeneralMeeting, and in respect of whom a notice has been received by the Company, under Section257 of the Companies Act, 1956, proposing his candidature for the office of a Director, beand is hereby appointed as a director of the Company liable to retirement byrotation."
5. To consider and if thought fit, to pass, with or without modifications, thefollowing resolution as a Special Resolution:
"RESOLVED THAT in accordance with the provisions of section 198,269, 309,310 andother applicable provisions, if any, of the Companies Act, 1956 and subject to ScheduleXIII of the Companies Act,1956 and subject to such sanctions, approvals as may benecessary, the Company hereby approves the increase in remuneration of Mr. Roop KishoreFatehpuria, Executive Director of the Company from Rs.92,575/- p.m. to 1,05,660/- p.m.w.e.f. 1st April, 2013 for the remaining tenure of his appointment with libertyto the Board of Directors (herein after referred to as "Board" which term shallbe deemed to include the Remuneration Committee constituted by the Board) to alter andvary the said remuneration in such form and manner or with such modifications as the Boardmay deem fit and agreed to by Mr. Roop Kishore Fatehpuria." "RESOLVED FURTHERTHAT notwithstanding anything herein above stated where in any financial year, the Companyincurs a loss or its profits are inadequate, the Company shall pay Mr. Roop KishoreFatehpuria the above mentioned remuneration as minimum remuneration." "RESOLVEDFURTHER THAT the Board of Directors be and is hereby authorized to vary/ alter at any timethe remuneration, terms and conditions of the said appointment in such manner as may beapproved by the Board of Directors of the Company and acceptable to the Executive Directoras permissible under Companies Act, 1956."
"RESOLVED FURTHER THAT the Board of Directors of the Company be and is herebyauthorized to take such steps and to do all such acts, deeds, matters and things as may benecessary or desirable to give effect to this resolution and also to make suchalternations and modifications, as may be required within the limits of Schedule XIII ofthe Companies Act, 1956."
| ||By Order of the Board |
| ||For Ritesh Properties and Industries Limited |
|Place : New Delhi ||sd/- |
|Dated : 30.05.2013 ||(Sanjeev Arora) |
| ||Chairman-Cum-Managing Director |