| SPECIAL BUSINESS | ||
| To consider and if thought fit, to pass with or without modification(s), the following resolutions as Ordinary Resolutions: | ||
| 7. | "RESOLVED that in supersession of the earlier resolution passed in this behalf and pursuant to the provisions of Section 293 (1)(a) and all other applicable provisions of the Companies Act, 1956, the consent of the Company be and is hereby accorded to the Board of Directors to hypothecate, mortgage, create lien and/or other encumbrances in addition to the mortgages/charges etc. already created/to be created by the Company in such form and manner and with such ranking and at such time and on such terms on all or on any of the movable and/or immovable properties of the Company both present and future and/or on the whole or any part of the undertaking(s) of the Company as the Board may determine to secure the sum or sums of money borrowed or to be borrowed aggregating up to Rs.4,000 Crore (Rupees Four Thousand Crore only) by the Company from Banks, Financial Institutions, etc. | |
| RESOLVED FURTHER that the Board of Directors of the Company (including any Director/Executive so authorised in this behalf) be and are hereby authorised to finalise and execute such Deeds of Debenture, Debenture Trust Deeds, Promissory Notes, Deposit Receipts and other deeds or documents for creating the aforesaid mortgage and/or hypothecation, charge and other encumbrances, if any, by the Company and to do all such acts, deeds, matters and things as may be deemed necessary to give effect to this resolution." | ||
| To consider and if thought fit, to pass with or without modification(s), the following resolutions as Special Resolutions: | ||
| 8. | a) | "RESOLVED that subject to the approval of Central Government, if required and pursuant to the provisions of Sections 198, 269, 387 and 388 and all other applicable provisions, if any, of the Companies Act, 1956, read with Schedule XIII thereto and all guidelines for managerial remuneration issued by the Central Government from time to time, the Company hereby approves and ratifies the remuneration of Rs. 64,60,216 including the perquisites and other amenities paid/payable to Shri K. C. Jain (excluding P.F. & Super-annuation contributions and gratuity of Rs. 30,84,794) during the period of his office as Manager of the Company as the minimum remuneration for the financial year ended 31.03.2011 and further proportionate amount to be paid for the period from 01.04.2011 to 14.04.2011 as approved by the Shareholders previously even in excess of the prescribed limits in schedule XIII of the Act [in addition to the remuneration of Rs. 34.15 lac (excluding P.F. & Superannuation contributions and gratuity of Rs. 2.21 lac) received/receivable from Mangalam Cement Ltd., a profit making Company, for the financial year ended 31.03.2011] due to loss in the Company for the financial year ended 31.03.2011. |
