Neueon Towers Ltd

NOTICE is hereby given that the Sixth Annual General Meeting of the members of the Company will be held on Monday, the 30th day of September, 2013 at "Hotel Sitara Residency", beside Chandana Brothers, Ameerpet, Hyderabad - 500 016, Andhra Pradesh at 12.00 Noon to transact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the audited balance sheet of the Company as at 31st March, 2013 and the statement of profit and loss for the period ended 31st March, 2013 and the Reports of the Directors and Auditors thereon.

2. To appoint a Director in place of Shri G.Srinivasa Raju, who retires by rotation and being eligible, offers himself for reappointment.

3. To appoint a Director in place of Shri A.S. Anand Kumar, who retires by rotation and being eligible, offers himself for reappointment.

4. To appoint Statutory Auditors of the Company to hold office from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting of the Company and to fix their remuneration. The retiring Statutory Auditors M/s Venugopal & Chenoy, Hyderabad, are eligible for reappointment.

5. To consider and if thought fit, to pass with or without modification(s), the following Resolution as Special Resolution through postal ballot:

"RESOLVED THAT pursuant to the provisions of Section 293(1)(a) and other applicable provisions if any of the Companies Act, 1956 any new enactments and amendments thereof and subject to the consent of CDR lenders/CDR EG as may be required, the Board of Directors/Management Committee of the Board of Directors of the Company be and is hereby authorised to transfer by way of slump sale, business sale on "on going concern basis" or any other mode and to lease, mortgage and/or charge in addition to the mortgages/charges created/to be created by the Company in such form and manner and with such ranking and at such time and on such terms as the Board/Management Committee may determine, all or any of the movable or immovable properties of the Company, both present and future and/or the whole or any part of the undertaking(s) of the Company together to any of its subsidiaries present and future or to any other body corporate whether registered in India or elsewhere"

"RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board/Management Committee be and is hereby authorized to determine the terms and conditions including consideration, mode of transfer and to do all such acts, deeds, matters and things, as it may in its absolute discretion consider necessary, proper or desirable and to settle any question, difficulty or doubt that may arise in regard thereto"