Ugar Sugar Works Ltd

NOTICE is hereby given that Seventy Third Annual General Meeting of THE UGAR SUGAR WORKS LIMITED will be held on, Thursday, the 19^th day of September, 2013 at 11.00 a.m., at Mali Chitra Mandir Hall, Gulmohar Colony, Sangli - 416 416 to transact the following business :

Ordinary Business:

1. To receive, consider and adopt the audited Balance Sheet as on 31^st March, 2013 and the Statement of Profit and Loss Account for the year ended as on that date and the Reports of the Directors and Auditors thereon.

2. To declare dividend.

3. To appoint a Director in place of Shri. S. N. Inamdar, who retires by rotation and being eligible, offers himself for re-appointment.

4. To appoint a Director in place of Shri. M. G. Joshi, who retires by rotation and being eligible, offers himself for re-appointment.

5. To appoint a Director in place of Shri. D. B. Shah, who retires by rotation and being eligible, offers himself for re-appointment.

6. To appoint Auditors to hold office from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting and to fix their remuneration.

7. To consider and if thought fit, to pass, with or without modification(s), following resolution as a SPECIAL RESOLUTION.

"Resolved that, pursuant to the provisions of section 269, 309 (3), 193 (4), 310 read with Schedule XIII of the Companies Act, 1956 and other applicable provisions, if any, the Resolution No. 8 passed in the 71^st AGM of the Company, held on Friday, the 23^rd September, 2011, is partially modified to revise the basic salary of Shri. Prafulla Vinayak Shirgaokar, Executive Vice Chairman from Rs. 2,50,000/- p.m. to Rs. 2,75,000/- p.m. w.e.f. 01-04-2012 by way of an increment of 10%. All other terms and conditions of the original appointment remain unchanged."

RESOLUTION.

"Resolved that, pursuant to the provisions of section 269, 309 (3), 193 (4), 310 read with Schedule XIII of the Companies Act, 1956 and other applicable provisions, if any, the Resolution No. 9 passed in the 71^st AGM of the Company, held on 23^ September, 2011, is partially modified to revise the basic salary of Shri. Shishir Suresh Shirgaokar, Managing Director from Rs. 2,50,000/- p.m. to Rs. 2,75,000/- p.m. w.e.f. 01-04-2012 by way of an increment of 10%. All other terms and conditions of the original appointment remain unchanged."

9. To consider and if thought fit, to pass, with or without modification(s), following resolution as a SPECIAL RESOLUTION.

"Resolved that, pursuant to the provisions of section 269, 309 (3), 193 (4), 310 read with Schedule XIII of the Companies Act, 1956 and other applicable provisions, if any, the Resolution No. 10 passed in the 71^st AGM of the Company, held on 23^rd September, 2011, is partially modified to revise the basic salary of Shri. Niraj Shishir Shirgaokar, Jt. Managing Director from Rs. 1,60,000/- p.m. to Rs. 1,76,000/- p.m. w.e.f. 01-04-2012 by way of an increment of 10%. All other terms and conditions of the original appointment remain unchanged."

RESOLUTION.

"Resolved that, pursuant to the provisions of section 269, 309 (3), 193 (4), 310 read with Schedule XIII of the Companies Act, 1956 and other applicable provisions, if any, the Resolution No. 11 passed in the 71^stAGM of the Company, held on 23^rd September, 2011, is partially modified to revise the basic salary of Shri. Chandan Sanjeev Shirgaokar, Jt. Managing Director from Rs. 1,60,000/- p.m. to Rs. 1,76,000/- p.m. w.e.f. 01-04-2012 by way of an increment of 10%. All other terms and conditions of the original appointment remain unchanged."

RESOLUTION.

"Resolved that, pursuant to the provisions of section 269, 309 (3), 193 (4), 310 read with Schedule XIII of the Companies Act, 1956 and other applicable provisions, if any, the Company hereby accords its approval to the reappointment of Shri. Prafulla Vinayak Shirgaokar as Executive Vice Chairman of the Company for a period of 2 (two) years from 01-04-2013 to 31-03-2015 on the terms and conditions as set out in the draft agreement, a copy thereof, initialled by the Chairman, for the purpose of identification is submitted to and produced at this meeting, which terms and conditions are hereby specifically sanctioned."

RESOLUTION.

"Resolved that, pursuant to the provisions of section 269, 309 (3), 193 (4), 310 read with Schedule XIII of the Companies Act, 1956 and other applicable provisions, if any, the Company hereby accords its approval to the reappointment of Shri. Shishir Suresh Shirgaokar as Managing Director of the Company for a period of 2 (two) years from 01-04-2013 to 31-03-2015 on the terms and conditions as set out in the draft agreement, a copy thereof, initialled by the Chairman, for the purpose of identification is submitted to and produced at this meeting, which terms and conditions are hereby specifically sanctioned."

RESOLUTION.

"Resolved that, pursuant to the provisions of section 269, 309 (3), 193 (4), 310 read with Schedule XIII of the Companies Act, 1956 and other applicable provisions, if any, the Company hereby accords its approval to the reappointment of Shri. Niraj Shishir Shirgaokar as Joint Managing Director of the Company for a period of 2 (two) years from 01-04-2013 to 31-03-2015 on the terms and conditions as set out in the draft agreement, a copy thereof, initialled by the Chairman, for the purpose of identification is submitted to and produced at this meeting, which terms and conditions are hereby specifically sanctioned."

RESOLUTION.

"Resolved that, pursuant to the provisions of section 269, 309 (3), 193 (4), 310 read with Schedule XIII of the Companies Act, 1956 and other applicable provisions, if any, the Company hereby accords its approval to the reappointment of Shri. Chandan Sanjeev Shirgaokar as Joint Managing Director of the Company for a period of 2 (two) years from 01-04-2013 to 31-03-2015 on the terms and conditions as set out in the draft agreement, a copy thereof, initialled by the Chairman, for the purpose of identification is submitted to and produced at this meeting, which terms and conditions are hereby specifically sanctioned."