Apis India Ltd

NOTICE is hereby given that the 31^st Annual General Meeting of M/s Apis India Limited will be held at 18/32, East Patel Nagar, New Delhi – 110 008 on Saturday, 28th September, 2013 at 11:00 A.M. at the Registered Office of the Company to transact the following businesses:-

As ORDINARY BUSINESS:

1. To receive, consider, and adopt the Audited balance Sheet as at 31^st March 2013 and the Statement of Profit & Loss for the year ended as on that date together with the Report of the Board of Directors’ Report & Auditors thereon.

2. To appoint a Director in place of Mr. Sushil Gupta, who retires by rotation and being eligible, offers himself for re - appointment.

3. To appoint a Director in place of Mrs. Shalini Malik, who retires by rotation and being eligible, offers herself for re - appointment.

4. To appoint Auditors and to fix their remuneration and in this regard to consider and if thought fit to pass with or without modifications(s), the following resolution as an ORDINARY RESOLUTION: "RESOLVED THAT pursuant to the provision of Section 224 and other applicable provisions, if any, of the Companies Act, 1956, M/s Sudhir Agarwal & Associates, Chartered Accountants (Firm Registration No. – 509930C), New Delhi, be and is hereby re-appointed as the Statuary Auditor of the Company for the financial year 2013 - 2014, to hold office from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting of the Company, on such remuneration as shall be fixed by the Board of Directors.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to take the necessary action for re-appointment of Statutory Auditor and to take any other relevant action in this regard."

5. To declare dividend on the 4% Preference Shares of the Company and in this regard to consider and if thought fit to pass with or without modifications(s), the following resolution as an ORDINARY RESOLUTION: "RESOLVED THAT pursuant to Section 205 and other relevant provisions of the Companies Act, 1956 the recommendation of Board of Directors for the payment of dividend for the year ended March 31, 2013 at the rate of 4% on 3,50,000 Non – Convertible, Non – cumulative, Redeemable Preference Shares of Rs. 4/- each, whose name appeared on the Register of Preference Shareholders of the Company at the close of working hours of the Company on Wednesday, September 18, 2013.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to take the necessary action for deposition of the amount of dividend in a separate bank account and for payment of dividend and to take any other relevant action in this regard."