Annual report 2012-2013 - Aditya Birla Nuvo, Ltd

Aditya Birla Nuvo Limited
NOTICE
(b) Reimbursement of expenses on
actual, pertaining to electricity, gas,
water, telephone and other
reasonable expenses for the upkeep
and maintenance in respect of such
accommodation.
(c) Medical Expenses Reimbursement:
Reimbursement of all expenses
incurred in India for self and family,
at actuals (including domiciliary and
medical expenses and insurance
premium for medical and
hospitalisation policy, as applicable).
(d) Leave Travel Expenses: Leave Travel
Expenses for self and family in
accordance with the Rules of the
Company.
(e) Club Fees: Fees of one Corporate
Club in India (including admission and
membership fee).
(f) Personal Accident Insurance
Premium for self and family as per
the Rules of the Company.
(g) Company’s Contribution towards
Provident Fund and Superannuation
Fund, on Basic Salary, as per the
Rules of the Company.
(h) Gratuity calculated on Basic Salary as
per the Rules of the Company.
(i) Two cars for use on Company’s
Business as per the policy of Aditya
Birla Group.
(j) Leave and Encashment of Leave in
accordance with the Rules of the
Company.
(k) Reimbursement of entertainment,
travelling and all other expenses
incurred for the business of the
Company as per the Rules of the
Company. Travelling expenses of
spouse accompanying the ‘Deputy
Managing Director’ on any official
overseas or inland trip will be
governed as per the Rules of the
Company.
(l) Other Allowances/Benefits,
Perquisites: Any other allowances,
benefits and perquisites as per the
Rules applicable to the Senior
Executives of the Company, and/or
which may become applicable in the
future, and/or any other allowance,
perquisites as the Board from time
to time decide.
(m) Mr. Lalit Naik may get the sitting fees
paid/payable to other directors for
attending meetings of the Board of
Directors/Committee of Subsidiaries
of the Company or Companies
promoted by Aditya Birla Group.
D. Subject as aforesaid, the Deputy
Managing Director shall be governed by
such other Rules as are applicable to the
Senior Executives of the Company from
time to time.
E. For the purposes of Gratuity, Provident
Fund, Superannuation and other like
benefits, if any, the services of Mr. Lalik
Naik, Deputy Managing Director, will be
considered as continuous service with the
Company from the date of his joining the
Aditya Birla Group.
F. Minimum Remuneration :
RESOLVED FURTHER THAT
notwithstanding anything herein above
stated, wherein any financial year closing
on or after 31 st March, 2013, the Company
incurs a loss or its profits are inadequate,
the Company shall pay to Mr. Lalit Naik,
the remuneration by way of salary,
perquisites and all other allowances as
aforesaid in accordance with the
applicable provisions of Schedule XIII of
the Companies Act, 1956 (including
any statutory modification(s) or
re-enactment(s) thereof, for the time
being in force), and subject to the approval
of the Central Government, wherever
required.
RESOLVED FURTHER THAT the terms
and conditions of the appointment and/or
remuneration of Mr. Lalit Naik may be
altered or varied from time to time by the
Board and/or Committee thereof as it
may, in its discretion deem fit, or any
amendments made hereafter in this
regard in such manner as may be agreed
to between the Board and Mr. Lalit Naik,
subject to such approvals as may be
required.”
9. To consider and, if thought fit, to pass the
following resolution as a Special Resolution :
“RESOLVED THAT in accordance with the
provisions of Sections 81(1A) and all other
applicable provisions, if any, of the Companies
Act, 1956 (the “Act”), including any statutory
modification(s) or re-enactment(s) thereof, for
the time being in force, the Memorandum and
Articles of Association of the Company, the
NOTICE
Annual Report 2012-2013 3