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  B. Perquisites and other amenities payable :
    i. House Rent Allowance, Company’s contributions towards Provident Fund & Superannuation Fund, Ex-gratia, reimbursement of Leave Travel & Medical expenses for self and family, Leave with full pay and allowances, Gratuity and Personal accident insurance premium : As per the Rules of the Company ;
    ii. Cars: Chauffeur driven cars provided and maintained by the Company for the use on Company’s business and interest on Car Loan as per Scheme of the Company;
    iii. Fees of the clubs: Subject to the maximum of two clubs;
    iv. Electricity, Maintenance Charges and communication facility at residence : Actual charges of electricity and maintenance charges of Housing Society with provision of Telephone, telefax and other modern communication facilities at residence.
     
  C. So long as Shri Deepak Tandon functions as Whole-time Director of the Company, he will not be subject to retirement by rotation and shall not be paid any fees for attending the meetings of the Board or any Committee thereof. However, Shri Tandon may get the sitting fees paid / payable to other Directors for attending meeting of Board of Directors / Committee of subsidiary(ies), if any, or companies promoted by the B.K.Birla Group.
  D. That the aggregate of the basic Salary, Special Allowance and perquisites and other amenities in any financial year shall be within the limits prescribed from time to time under sections 198, 309 and the other applicable provisions of the Companies Act, 1956, read with schedule XIII of the said Act as may be for the time being, be in force, or otherwise as may be permissible by law.
  E. In the event of loss or inadequacy of profits in any year, the remuneration including the perquisites and other amenities as aforestated will be paid to Shri Tandon in accordance with the applicable provisions of Schedule XIII of the Companies Act, 1956 and subject to the approval of Central Government wherever required.”
To consider and if thought fit, to pass with or without modification(s), the following resolutions as Special Resolutions:
8. RESOLVED that pursuant to Section 314 and the other applicable provisions, if any, of the Companies Act, 1956, consent of the Company be and is hereby accorded to Shri Deepak Tandon, Senior President of Birla Tyres Sections of the Company, who was appointed as Additional Director under Section 260 of the Companies Act, 1956 and Article 103 of the Articles of Association of the Company to hold place of profit in the Company as Senior President (Accounts, Finance and Taxation) besides the functions of the Senior President of Birla Tyres (both Balasore and Haridwar Sections) to draw a basic salary of Rs.3,00,000/- per month from 01.01.2010 to 31.03.2010 plus all other allowances and benefits as per rules of the Company applicable to the category of a Senior President subject to the limits u/s.309 read with Schedule XIII of the Act.”
 
9. RESOLVED that pursuant to the provisions of Section 309 and other applicable provisions of the Companies Act, 1956 and Article 106 of the Articles of Association of the Company and subject to all other approvals, if any required, the Company be and is hereby authorized to pay a commission, in addition to the sitting fees for attending the meetings of the Board or Committees thereof and reimbursement of expenses to attend them as per provisions of law from time to time, to the Directors of the Company, who are neither in whole – time employment of the Company nor Managing / Whole-time Director of the Company, at a rate of 1% of the net profits of the Company computed in the manner referred to in section 198(1) of the said Act but not exceeding Rs.50 lac (Rupees fifty lac) to be divided amongst them equally in every financial year for a period of five years with effect from 1st April, 2010 subject however further to such limit per annum as may be decided by the Board in that behalf from time to time.”
 
  By Order of the Board
Registered Office:
9/1, R. N. Mukherjee Road,
Kolkata -700 001
Dated, the 28th day of April, 2010
S. K. Patodia
Secretary
 
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