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Investor Relations
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Re appointment of Compliance Officer |
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Address of Registrar & Share Transfer Agent |
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Company's Philosophy on Code of Governance |
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Board of Directors |
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Audit Committee |
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Remuneration Committee |
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Shareholders/Investors' Grievance Committee |
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Other Board Committees |
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General Body Meetings |
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Disclosures |
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Means of Communication |
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General Shareholder Information |
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The Investors Education and Protection Fund |
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Auditors’ certificate on corporate governance |
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Insider Trading Regulations |
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Top Ten Shareholders |
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Declaration by the CEO on Code of Conduct as required by clause 49.I.(D)(ii) |
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Categories of Shareholders as on 31st March,
2005 |
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Shareholder Information as on 30th September,
2005 |
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Shareholder Information as on 31st December,
2005 |
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Shareholder Information as on 31st March, 2006 |
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Shareholder Information as on 30th June, 2006 |
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Shareholding Information as on 30th Sep, 2008 |
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Shareholding Information as on 31st December, 2008 |
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Shareholding Information as on 31st March, 2009 |
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Shareholding Information as on 30th June, 2009 |
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Shareholding Information as on 31st December, 2009 |
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Quarterly Compliance Report
on Corporate Governance as on 30.09.2005 |
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Quarterly Compliance Report
on Corporate Governance as on 31.12.2005 |
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Quarterly Compliance Report
on Corporate Governance as on 30.06.2006 |
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Quarterly Compliance Report
on Corporate Governance as on 30.09.2008 |
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Quarterly Compliance Report
on Corporate Governance as on 31.12.2008 |
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Quarterly Compliance Report on Corporate Governance as on 31.03.2009
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Quarterly Compliance Report on Corporate Governance as on 30.06.2009
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Quarterly Compliance Report on Corporate Governance as on 31.12.2009
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SHAREHOLDERS' RESOLUTIONS
TO BE PASSED BY POSTAL BALLOT |
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Report on Corporate Governance for 2005-06 |
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E-mail ids for registering investors' grievances |
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List of Directors as on 1st March, 2008 |
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Report on Corporate Governance for 2008-09
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Company's Philosophy on Code of Governance
The corporate governance philosophy of your Company is to ensure transparency in all dealings and in the functioning of the management and the Board. These policies seek to focus on enhancement of long-term shareholder value without compromising on integrity, social obligations and regulatory compliances. The Company operates within accepted standards of propriety, fair play and justice and aims at creating a culture of openness in relationships between itself and its stake-holders. It has set up a system which enables all its employees to voice their concerns openly and without any fear or inhibition. The corporate governance philosophy of the Company has been further strengthened through the Tata Code of Conduct, Tata Business Excellence Model, Tata Code for Prevention of Insider Trading and Code of Corporate Disclosure policies.
As a global organisation the corporate governance practices followed by your company are compatible with international standards and best practices. As a responsible corporate citizen, your Company had established systems to encourage and recognize employee participation and volunteering in environmental and social initiatives that contribute to organizational sustainability, systematic training, learning and personal growth, conservation of energy and other scarce resources, promoting safety and health of its employees and of the neighbouring community etc. These actions have become integral part of your company’s operating plans and are not meant for building of image or publicity.
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Board of Directors
| As on 31ST March, 2009 the Company had 13 directors and the composition of the Board of Directors is given in the table below .The Chairman of the Board is a non-executive director and about 85% of the Board comprises of non-executive directors. In terms of clause 49 of the Listing agreement with the Stock Exchanges as amended during 2008-09, 50% of the Board should comprise of non-executive independent directors. To meet this requirement the Board had appointed Mr. V. Leeladhar as an additional non-executive independent director with effect from 25th March 2009.However upon receipt of the forms and declarations from Mr. Leeladhar it transpired that on 25th March 2009 i.e. the date of his appointment as a Director of the Company Mr. Leeladhar did not possess a Director Identification No.(DIN) nor had he applied for allotment of DIN as required under Section 266A of the Companies Act, 1956. Mr. Leeladhar has since obtained DIN and the Board had modified his date of appointment as a Director of the Company to 24th April 2009. The Company therefore technically became compliant with the condition of clause 49 of the Listing agreement relating to Board composition on 24th April, 2009 even though in order to be compliant with this requirement the Board had appointed an additional independent director within 31st March 2009, being the last date by which compliance to the requirement of board composition was to be ensured. |
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| Composition & Category of Directors, Attendance of each Director at the Board Meetings and the last AGM, Number of other Boards or Board Committees in which he/she is a Member or Chairperson, Number of Board Meetings held, dates on which held |
| |
| Composition of Board of Directors as on 31st March, 2009 |
Category |
Number of Directors (excluding Mr Leeladhar) |
Percentage |
Non independent directors |
4 |
30.77 |
Managing & Executive directors |
2 |
15.39 |
Non-Executive Independent directors |
6 |
46.15 |
Other non-executive director |
1 |
7.69 |
|
13 |
100.00 |
|
During 2008-09 Dr. Amrita Patel resigned from the Board with effect from 25th August 2008. Ms. Mallika Srinivasan and Mr. Analjit Singh joined the Board as non-executive independent Directors with effect from 22nd October 2008. Mr. Jimmy Bilimoria and Mr. Vittaldas Leeladhar joined the Board as non-executive independent Directors with effect from 25th March 2009 after which total independent directors on the board increased to 50% of the total strength of the Board. However, as Mr. V Leeladhar did not possess a Director Identification No. nor had he applied for allotment of DIN on 25th March, 2009 the effective date of appointment of Mr. Leeladhar as a Director of the Company was modified by a circular resolution to 24th April 2009 when DIN was allotted to Mr. Leeladhar.
Details of attendance of Directors at Board Meetings and at the last Annual General Meeting with particulars of their other Directorships and Chairman/Membership of Board Committees (excluding Tata Tea Ltd) showing the position as on 31st March, 2009 are given in the following table:
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| |
| Name of Director |
Position |
Attendance at |
Directorships and Chairman/
Membership of Board Committees in
other companies |
Board Meetings |
Last AGM |
Director |
Committee Member |
Committee Chairman |
Mr. R. N. Tata |
C,NED & NI |
5 |
Yes |
10 |
--- |
--- |
Mr.R.K. Krishna Kumar |
VC, NED & NI |
8 |
Yes |
11 |
1 |
1 |
Mr.Y. H. Malegam |
NED & I |
8 |
Yes |
8 |
2 |
3 |
Mr.D. B. Engineer |
NED & I |
7 |
Yes |
9 |
4 |
2 |
Mr. U. M. Rao |
NED & I |
8 |
Yes |
2 |
1 |
1 |
Ms. M. Srinivasan* |
NED & I |
2 |
NA |
4 |
1 |
-- |
Mr. A . Singh* |
NED & I |
1 |
NA |
13 |
- |
-- |
Mr. J Bilimoria# |
NED & I |
NA |
NA |
6 |
3 |
2 |
Mr.F.K.Kavarana |
NED & NI |
5 |
No |
9 |
2 |
4 |
Mr. A. R. Gandhi |
NED & NI |
6 |
Yes |
7 |
1 |
--- |
Mr.P.D.Unsworth |
NED & NI |
6 |
Yes |
-- |
-- |
-- |
Mr. P.T.Siganporia |
MD |
8 |
Yes |
2 |
-- |
-- |
Ms S .Talwar |
ED |
7 |
Yes |
1 |
-- |
-- |
Dr.Amrita H Patel (upto 24th August 2008) |
NED & I |
4 |
Yes |
NA |
NA |
NA |
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| *Joined the Board from 22.10.2008; # Joined the Board from 25.3.2009
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| C : Chairman; VC : Vice Chairman; NI : Non Independent; NED : Non-Executive Director; I : Independent Director; MD: Managing Director; ED : Executive Director ; NA : Not Applicable |
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As mentioned earlier effective date of appointment of Mr. Leeladhar was modified to 24th April 2009. Mr Leeladhar is not a Director of any other Company.
Other Directorships do not include Alternate Directorships, Directorships of private limited companies and of companies incorporated outside India.
Other than the Managing and Wholetime Directors all Directors are liable to retire by rotation.
Minutes of the meetings of all the Board Committees are circulated to all the Directors.
Particulars about a Director proposed for re-appointment as well as the Directors who are retiring by rotation and eligible for reappointment have been given in the attachment to the Notice and Explanatory Statement.
The company has received declarations on six criteria of independence as prescribed in clause 49.I.A (iii) of the Listing Agreement from the directors of the company who have been classified as Independent directors.
No director of the Company is related to any other director of the Company.
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| B. Non-executive directors’ compensation and disclosures |
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| The non-executive directors including Independent directors are paid Sitting fees for attending the meetings of the Board and committees of the Board. The Company pays a fee of Rs.20,000 per meeting(revised from Rs.10,000 per meeting with effect from 1st August 2008) per director for attending meetings of the Board, Audit and Executive committees. For meetings of all other committees of the Board a Sitting fee of Rs.10,000 per meeting(revised from Rs.5,000 per meeting with effect from 1st August 2008) per director is paid. Within the ceiling of 1% of net profits of the company computed under the applicable provisions of the Companies Act, 1956 the non executive directors including Independent directors are also paid a commission the amount whereof is determined by the Board. The basis of determining the specific amount of commission payable to a non-executive director is related to his attendance at meetings, contribution at meetings as perceived by the Chairman/Vice Chairman and the extent of consultations with the director outside the meetings. The shareholders of the company had approved payment of commission to the non-executive directors at the Annual General Meeting held on 8th September 2003 which is valid up to the financial year ending 31st March 2009. Approval of shareholders for payment of commission to the non-executive directors for financial years commencing from 1st April 2009 will be sought at the next AGM.No Stock option has been granted to the non-executive directors. |
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| C. Other provisions as to Board and Committees |
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During 2008-09, the Board met eight times on 4th April, 2008, 30th May , 2008, 28th July, 2008, 22nd August , 2008, 8th October 2008, 27th October, 2008 , 30th January, 2009 and 24th March 2009. The maximum time gap between two board meetings was less than four months. As will be noted from the table given above no director is member of more than 10 board committees or chairman of more than 5 board committees across all companies where he/she is a director.
Chairmanship/Membership of Board Committees includes membership of Audit and Investors’/Shareholders’ Grievance Committees of Indian public limited companies only as clarified by SEBI.
The Board has reviewed compliance by the company with all applicable laws and steps taken by the company to rectify instances of non-compliances. Where permitted, rectification of instances of non-compliance is being carried out in a phased manner keeping in view the cost implications.
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| D. Code of Conduct |
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Tata Code of Conduct is a comprehensive written code which is applicable to all employees including the Managing and Executive Directors. A condensed code of conduct applicable to the non-executive directors was laid down by the Board. Both the Tata Code of Conduct and the Code of Conduct for non-executive directors have been posted on the website of the company.
In respect of financial year 2008-09 all Board members and Senior Management personnel of the company have affirmed compliance with the code as applicable to them.
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Audit Committee
1. Brief description of the terms of reference
| A qualified and independent audit committee has been set up by the Board in compliance with the requirements of Clause 49 of the Listing Agreement with Stock Exchanges read with Section 292A of the Companies Act, 1956. The terms of reference of the Audit Committee include: |
| a) |
Review of the quarterly and half yearly financial results with the management and the statutory auditors; |
| b) | Review with the management and statutory auditors of the annual financial statements before submission to the Board; |
| c) | Review with the management, statutory auditors and the internal auditors about the nature and scope of audits and of the adequacy of internal control systems; |
| d) | Consideration of the reports of the internal auditors and discussion about their findings with the management and suggesting corrective actions wherever necessary; |
| e) | Review of the financial reporting process and disclosure of financial information; |
| f) | Review of the adequacy of the internal audit function; |
| g) | Look into the reasons for any substantial defaults in payment to the depositors, debenture-holders, shareholders (in case of non-payment of declared dividend) and creditors, if any; |
| h) | Recommending the appointment and removal of External Auditors, fixation of audit fee and approval for payment for any other services; |
| i) | Authority to investigate into any matter covered by section 292A of the Companies Act, 1956; |
| j) | Reviewing the company’s financial and risk management policies. |
2. Composition, names of members and Chairperson
All the members of the Audit Committee are Non-Executive Directors and two of them including the Chairman are Independent Directors. All the members of the Audit committee are financially literate as defined in clause 49.II.(A).(ii) of the Listing agreement.
Mr. Y. H. Malegam, the Chairman of the Committee, has expert knowledge of finance and accounting and was present at the last Annual General Meeting of the Company held on 22nd August 2008.
The composition of the Committee as on 31st March, 2009 and particulars of attendance by the members is given in the table below
Name |
Category |
No of meetings during 2008-09 |
| |
|
Held |
Attended |
| Mr. Y H Malegam |
Independent, Non-Executive |
7 |
7 |
| Mr. R K Krishna Kumar |
Non-independent, Non-Executive |
7 |
4 |
| Mr. U M Rao |
Independent, Non-Executive |
7 |
7 |
3. Meetings and attendance during the year
During 2008-09, seven Audit Committee meetings were held on 28th May, 2008(two meetings), 24th July, 2008, 27th October, 2008, 23rd January, 2009, 28th January ,2009 and 23rd March ,2009. The Committee Meetings are attended by invitation by the Managing Director, Executive Director, Group Chief Finance Officer, Vice President-Finance, Chief Internal Auditor, Chief Executive Officer of the Tetley Group, the Statutory Auditors and the Management Auditors. The Company Secretary acts as the Secretary of the Audit Committee.
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Remuneration Committee
1. Brief description of terms of reference
The Board has set up a Remuneration/ESOS Compensation committee. This Committee is responsible for recommending to the Board, the remuneration package of Managing and Whole-time Directors including their annual increment and commission after reviewing their performance.
2. Composition, name of members and Chairperson
The Remuneration/ESOS Compensation Committee consists of 3 non-executive Directors with Mr. D. B. Engineer as Chairman and Mr. R. K. Krishna Kumar and Mr. U.M.Rao as members.
3. Attendance during the year
The Remuneration Committee met twice during 2008-09 on 30th May 2008 and on 30th January 2009 which were attended by all the members
4. Remuneration policy
The remuneration policy followed by the Company takes into consideration performance of the company during the year and of the Managing and Whole-time Directors on certain parameters, such as condition of the industry, achievement of budgeted targets, growth & diversification, remuneration in other companies of comparable size and complexity, performance of the directors at meetings of the Board and of the Board committees etc.
5. Details of remuneration to all the directors
| |
Mr.P.T.Siganporia
Rs. Lakhs |
Ms.S.Talwar
Rs. Lakhs |
| Salary |
38.50* |
37.80 |
Allowances & Perquisites
| 71.89 | 42.39 |
| Contribution to Retiral Funds | 13.61 | 13.36 |
Commission (relating to 2007-08)
| 100.00 | 75.00 |
Stock Option
|
- |
- |
| No of Shares held |
264 |
500 |
Service
Contract
| 5 years from
1st July,2004 | 5 years
from 1st July, 2004 |
Notice Period
|
6 months |
3 months |
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| * Remuneration of Mr Siganporia has been paid upto 31st January 2009. |
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Non-Executive Directors' Remuneration Paid in 2008-09 |
Commission
Rs. Lakhs (Relating to 2007-08) |
Sitting fees
Rs.Lakhs |
No of shares held as on 31.3.2009 |
Mr. R N Tata |
37.21 |
0.90 |
2,040 |
Mr.R K Krishnakumar |
34.62 |
2.25 |
9,000 |
Mr. Y H Malegam |
28.16 |
3.00 |
3,196 |
Mr. D B Engineer |
7.89 |
1.70 |
- |
Mr. U M Rao |
21.06 |
3.25 |
- |
Mr. F K Kavarana |
9.22 |
1.55 |
- |
Dr. Amrita H Patel (upto 24.8.2008) |
- |
- |
NA |
Mr. A R Gandhi |
17.89 |
1.10 |
- |
Mr. K. Pringle |
3.95 |
NA |
- |
Mr. P.D. Unsworth |
- |
1.00 |
- |
Ms.M.Srinivasan (appointed from 22.10.2008) |
- |
0.40 |
- |
Mr. A Singh (appointed from 22.10.2008) |
- |
0.20 |
- |
Mr. J Bilimoria(appointed from 25.3.2009) |
- |
- |
- |
Notes:
1. The resolutions appointing these directors do not provide for payment of severance fees.
2. The above excludes Rs. 17.73 lakhs being post-retirement pension benefit paid/payable to a former Managing Director .
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Shareholders/Investors' Grievance Committee
| 1. Name of the Non-Executive Director heading the Committee
The Board has constituted a Shareholders’/Investors’ Grievance Committee with Mr. F. K. Kavarana as the Chairman of the committee and Mr. D.B. Engineer and Mr. U.M.Rao as members of the committee. The Committee has held two meetings during 2008-09 on 28th July, 2008 and on 24th March, 2009. The representatives of the Registrar are generally present in these meetings. The Committee oversees the performance of the Registrar and Share Transfer Agent and recommends measures for overall improvement of the quality of investor services.
To expedite the process of share transfers the Board has delegated the power of share transfer to the Registrars and share transfer agent and share transfer formalities are approved by them on a fortnightly basis.The composition of the committee and details of attendance by its members is given below
Name |
Category |
No of meetings during 2008-09 |
| |
|
Held |
Attended |
| Mr. F K Kavarana |
Non-independent, Non-Executive |
2 |
2 |
| Mr. D B Engineer |
Independent, Non-Executive |
2 |
2 |
| Mr. U M Rao |
Independent, Non-Executive |
2 |
2 |
2. Name and designation of Compliance Officer
Mr. D. K. Sen, Vice President & Secretary is the Compliance Officer.
3. Number of shareholders’ complaints received so far, Number not solved to the satisfaction of shareholders and Number of pending complaints
Given below is the position of queries/complaints and other correspondences received and attended to during 2008-09 in respect of equity shares and fixed deposits:-
|
|
| Equity
Shares | Fixed
Deposits | | For non-receipt of dividend/interest, shares lodged for transfer, Deposit receipt, repayment cheques | 3291 |
Nil | | Queries/Complaints redressed |
3291 |
NA | | Pending queries as on 31.3.2009 |
Nil |
NIl | Other Letters received from shareholders and Depositors and replied
|
2323
|
Nil |
| | During 2008-09 the company/Registrars had received 10 complaints from the shareholders all of which have been resolved.
Every letter received from the investors is replied and the response time for shareholders’ correspondences during 2008-09 is shown in the following table: |
|
|
Number |
% |
| Total number of correspondences received during 2008-09 |
5614 | 100.00 |
| Replied within 1 to 4 days of receipt |
2325 | 41.41 |
| Replied within 5 to 7 days of receipt |
3020 |
53.79 |
| Replied within 8 to 15 days of receipt |
266 |
4.74 |
| Replied after 15 days of receipt* |
2 |
0.04 |
| Received in last week of March 2009 and replied in April 2009 |
1 |
0.02 |
| |
| |
* These correspondences involved retrieving of old records and hence took longer time to deal with.
Promptness in attending to correspondences of shareholders is shown in the following chart
|
RESPONSE TIME
 |
| The shares of the Company are traded in dematerialised form. A table showing the requests received for dematerialisation/transfer during 2008-09 is given below: |
| |
|
|
Transfers |
Transfers |
Demats |
Demats |
|
|
No.of requests |
No of shares |
No of requests |
No of shares |
| Lodged |
597 |
101045 |
1249 |
240202 |
| Processed |
393 |
75951 |
815 |
165652 |
| Objections |
199 |
24684 |
419 |
73033 |
Pending as on 31-3-2009* |
5 |
410 |
15 |
1517 |
|
| |
* These transfers and Demat requests were lodged in the last week of March 2009 and were processed in April, 2009
Note: 95.46% of the issued share capital of the company is held in dematerialized form as on 31.3.2009 |
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Other Board Committees
The Board had constituted following other Board committees besides the three committees mentioned above
|
Name of Committee |
Members |
Terms of reference |
Executive Committee |
Mr R N Tata-Chairman
Mr R K Krishnakumar
Mr U M Rao
Mr P T Siganporia
Ms S Talwar
Mr L Krishnakumar- Group CFO |
Business and strategy review, long term financial projections and cash flows, capital/revenue budgets and capital expenditure programmes, acquisition/ divestment and business restructuring proposals, senior management succession, planning and any other item that the Board may decide to delegate |
Nomination Committee |
Mr R N Tata-Chairman
Mr R K Krishnakumar
Mr Y H Malegam
Mr F K Kavarana |
To identify independent directors to be inducted into the Board from time to time and take steps to refresh the composition of the Board from time to time. |
Ethics and Compliance committee |
Mr F K Kavarana-Chairman
Mr P T Siganporia |
To look into the requirements under Insider Trading Regulations including the Group guidelines on Insider Trading and Tata Code of Conduct |
Corporate Sustainability Reporting committee |
Mr U M Rao-Chairman
Mr P T Siganporia
Mr P C Tyagi- Expert member
(Not a Board member) |
To monitor and provide guidance on company’s policies on environment management, social responsibilities, health & safety, product stewardship, community development, principles of managing branded operations, etc. The Committee will also provide guidance on welfare activities in and around Munnar |
|
|
During 2008-09 two meetings each of the Nomination Committee, Ethics & Compliance committee and CSR committee were held. No meeting of the Executive Committee was held during 2008-09. |
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General Body Meetings
| 1. Location and time, where last three AGMs held, Whether any special resolutions passed in the previous 3 AGMs |
| |
| The last three Annual General Meetings of the Company were held as under :- |
|
Year |
Location |
Date |
Time |
No. of Special Resolutions approved at the AGM |
|
2005-06 |
Oberoi Grand
15 Jawaharlal Nehru Road
Kolkata 700 013
| 8th August 2006 | 10.30 a.m. |
Nil |
| 2006-07 |
Same as above | 10th August 2007 | 10.30 a.m. |
Nil |
| 2007-08 |
Same as above | 22nd August 2008 | 10.30 a.m. |
Nil |
| |
| 2. Whether any special resolution passed last year through postal ballot – details of voting pattern |
| During 2008-09 no special resolutions was approved by the shareholders through Postal Ballot. |
| |
| 3. Person who conducted the postal ballot exercise |
| Not applicable |
| |
| 4. Whether any special resolution is proposed to be conducted through postal ballot |
| At present there is no such proposal |
| |
| 5. Procedure for postal ballot |
| Postal Ballot if any , is carried out following the procedure set out in section 192A of the Companies Act, 1956 read with the Companies (The Passing of the Resolutions by Postal Ballot) Rules, 2001. |
|
|
|
|
Disclosures
1. Disclosures on materially significant related party transactions that may have potential conflict with the interest of company at large
Details of transactions of a material nature with any of the related parties as specified in Accounting Standard 18 of the Companies (Accounting Standards) Rules, 2006 have been reported in the Notes to Accounts. There was no transaction of a material nature with any of the related parties which was in conflict with the interest of the company.
2. Details of non-compliance by the company, penalties, strictures imposed on the company by Stock Exchange or SEBI or any statutory authority, on any matter related to capital markets during the last three years.
There was no such instance in the last three years
3. Whistle Blower Policy and affirmation that no personnel has been denied access to the Audit Committee.
The Board has approved a whistle blower policy which has been communicated to the employees. The policy provides a mechanism for employees to report their concerns about unethical behaviour, actual or suspected fraud or violation of company’s code of conduct and provides safeguards against victimization of employees who avail the mechanism. The policy permits reporting any concern relating to (i) financial/accounting matters and (ii)employees at the levels of Vice Presidents and above as also the Ethics counsellors directly to the Chairman of the Audit committee .For all other matters the concern can be reported to the Ethics counsellor of the company. The policy with the name and address of Chairman of Audit committee has been circulated to the employees. No employee has been denied access to the Chairman of Audit committee.
4. Details of compliance with mandatory requirements and adoption of the non-mandatory requirements of this clause.
The company is compliant with mandatory requirements of clause 49 of the Listing agreement. As far as the seven non-mandatory requirements are concerned the Board has (i) set up a Remuneration committee and (ii) arranged to forward the half-yearly results to the shareholders. There is no audit qualification in respect of the financial statements of the company. The Board has also adopted a whistle blower policy which enables the employees to report concerns about unethical behaviour, actual or suspected fraud or violation of company’s code of conduct. The policy provides direct access to the Chairman of the Audit committee under certain circumstances. The policy has been communicated to the employees. Remaining non-mandatory requirements of clause 49 are expected to be addressed in due course.
|
|
|
Means of Communication
1. Quarterly results
Half yearly results for the half-year ended 30th September, 2008 were sent by post to the shareholders in early-November, 2008.
2. Newspapers wherein results normally published
The quarterly results are generally published in The Statesman, The Indian Express, The New Indian Express, Business Standard, The Hindu Business Line and Pratidin (Bengali).
3. Any website, where displayed .
The quarterly results of the Company are put on the web site of the Company after these are submitted to the Stock Exchanges. Our web site address is www.tatatea.com
4. Whether it also displays official news releases .
Yes
5. The presentations made to institutional investors or to the analysts.
The company made a presentation to financial analysts on 30th May 2008 after the results of the financial year 2007-08 were approved by the Board. Similar presentations were made to the analysts on 27th October, 2008 after the financial results for the six months ended 30th September, 2008 were approved by the Board. These presentations have been put up on the website.
| |
|
|
|
General Shareholder Information
1. AGM – Date, time and venue, Financial year, Date of Book Closure, Dividend payment date
| Annual General Meeting |
Tuesday, 1st September, 2009 at 10.30 a.m.
The Oberoi Grand
15 Jawaharlal Nehru Road
Kolkata – 700 013 | |
| Financial Calendar (tentative) |
Board Meetings for approval of: |
|
Annual Accounts 2008-09
|
10th June 2009 |
Financial results for 1st Quarter 2009-10
|
Last week of July 2009 |
| Financial results for 2nd Quarter 2009-10 |
Last week of October, 2009 |
| Financial results for 3rd Quarter 2009-10 |
Last week of January, 2010 |
| Annual Accounts 2009-10 |
Last week of June, 2010 |
| Book Closure
Period |
15th August, 2009 to 1st September, 2009
(Both days inclusive) |
|
| Dividend payment date |
4th September , 2009 |
|
| | | 2. Listing on Stock Exchanges & Stock code |
| |
Listing on Stock Exchanges: |
|
| a. Equity Shares |
The Calcutta Stock Exchange Association Ltd.
7, Lyons Range, Kolkata – 700 001 |
| |
Bombay Stock Exchange Ltd
Phiroze Jeejeebhoy Towers, Dalal Street,
Mumbai – 400 001 |
| |
National Stock Exchange of India Ltd.
Exchange Plaza,
Plot No. C/1, G Block
Bandra Kurla Complex, Bandra (E)
Mumbai – 400 051 |
| |
Gauhati Stock Exchange Ltd.
Saraf Building Annexe, A. T. Road
Guwahati – 781 101 |
| b.Global Depositary Shares |
Luxembourg Stock Exchange
London Stock Exchange |
| Stock Code |
Calcutta Stock Exchange |
27 (Physical);
10000027 (Demat) |
| |
Bombay Stock Exchange |
500800 |
| |
National Stock Exchange |
‘TATATEA' |
| |
Guwahati Stock Exchange |
L-784 |
| Demat ISIN Numbers |
National Securities Depository Ltd. – INE 192A01017
Central Depository Services Ltd. – INE 192A01017 |
| Listing Fees |
Annual listing fees for 2008-09 have been paid to all the Stock Exchanges where the securities of the Company are listed
|
|
| |
| 3. Market price data – High, low during each month in the last financial year |
|
| |
NSE |
BSE |
CSE |
| |
High |
Low |
High |
Low |
High |
Low |
| |
Rs. |
Rs. |
Rs. |
Rs. |
Rs. |
Rs. |
| |
|
|
|
|
|
|
Apr-2008 |
922.00 |
814.50 |
923.00 |
774.00 |
-- |
-- |
| |
|
|
|
|
|
|
May-2008 |
965.00 |
815.00 |
961.00 |
827.30 |
-- |
-- |
| |
|
|
|
|
|
|
Jun-2008 |
890.00 |
685.20 |
893.00 |
720.00 |
-- |
-- |
| |
|
|
|
|
|
|
July-2008 |
807.00 |
698.50 |
806.95 |
699.00 |
-- |
-- |
| |
|
|
|
|
|
|
Aug-08 |
790.00 |
655.30 |
758.80 |
684.05 |
-- |
-- |
| |
|
|
|
|
|
|
Sep-2008 |
735.00 |
655.00 |
750.00 |
640.00 |
-- |
-- |
| |
|
|
|
|
|
|
Oct-08 |
695.50 |
470.00 |
694.00 |
476.25 |
-- |
-- |
| |
|
|
|
|
|
|
Nov-2008 |
544.90 |
433.00 |
540.00 |
430.00 |
-- |
-- |
| |
|
|
|
|
|
|
Dec-2008 |
622.00 |
495.10 |
622.00 |
494.50 |
-- |
-- |
| |
|
|
|
|
|
|
Jan-2009 |
644.00 |
591.25 |
639.75 |
595.00 |
-- |
-- |
| |
|
|
|
|
|
|
Feb-2009 |
630.00 |
510.25 |
619.00 |
513.00 |
-- |
-- |
| |
|
|
|
|
|
|
Mar-2009 |
594.70 |
508.00 |
595.00 |
514.10 |
-- |
-- |
|
NSE: National Stock Exchange of India Ltd; BSE: Bombay Stock Exchange Ltd; CSE:The Calcutta Stock Exchange Association Ltd;
During 2008-09 there was no trading in the shares of the Company in The Calcutta Stock Exchange Association Ltd. |
| |
The market price data is graphically represented below :
|
SHARE PRICE
 |
| |
4. Performance in comparison to broad-based indices
|
NSE |
BSE |
CSE |
|
Company's Share Price:
- As on 1st April, 2008
- As on 31st March 2009
- Change |
849.80
584.55
- 31.21% |
849.00
585.65
- 31.02%
|
No Trading
|
|
Indices
- As on 1st April, 2008
- As on 31st March 2009
- Change |
S & P CNX NIFTY
4735.65
3020.95
- 36.21% |
BSE 100
8295.01
4942.51
-40.41% |
CSE 40
7639.83
4193.46
- 45.11% |
|
| |
| 5. Registrar and Transfer Agent: |
TSR Darashaw Ltd.
(Formerly Tata Share Registry Ltd.)
6-10 Haji Moosa Patrawala Ind. Estate
20 Dr. E Moses Road, Mahalaxmi
Mumbai 400011
Telephone : 022-66568484
Fax : 022-66568494
Website : www.tsrdarashaw.com
E-mail : csg-unit@tsrdarashaw.com
And Branch Offices at : |
|
1. TSR Darashaw Ltd.
503, Barton Centre, 5th Floor
84, Mahatma Gandhi Road
Bangalore – 560 001
Tel : 080-25320321
Fax: 080-25580019
E-mail:tsrdlbang@tsrdarashaw.com |
3. TSR Darashaw Ltd.
Tata Centre, 1st Floor
43 J L Nehru Road
Kolkata – 700 071
Tel: 033-22883087
Fax: 033-22883062
E-mail: tsrdlcal@tsrdarashaw.com |
2. TSR Darashaw Ltd.
Bungalow No. 1
‘E’ Road, Northern Town, Bistupur
Jamshedpur – 831 001
Tel: 0657-2426616
Fax: 0657-2426937
E-mail: tsrdljsr@tsrdarashaw.com
|
4. TSR Darashaw Ltd.
2/42 Sant Vihar
Ansari Road, Daryaganj
New Delhi – 110 002
Tel: 011-23271805
Fax: 011-23271802
E-mail: tsrdldel@tsrdarashaw.com |
Agent of the Registrar
Shah Consultancy Services Limited
3, Sumathinath Complex
PritamNagar,Akhada Road, Ellisbridge
Ahmedabad 380006
Telefax : 079-26576038
E-mail:shahconsultancy@hotmail.com
|
|
|
| The Registrars can be contacted between 10 a.m. and 3.30 p.m. on any
working day (Monday to Friday, excluding bank holidays) |
|
Shareholders Relation Cell :
Mr. D. K. Sen, Vice President & Secretary
Mr. D. Ghosh, Joint Secretary
Tata Tea Ltd.
1, Bishop Lefroy Road
Kolkata – 700 020
Tel: 22813709/3779/3891/3988
Fax: 22811199
Website: www.tatatea.com
E-mail :dilip.sen@tatatea.co.in
dhananjoy.ghosh@tatatea.co.in |
|
6. Share Transfer System :
Shares in the physical form for transfer, should be lodged with the office of the Company’s Registrar & Share Transfer Agent, TSR Darashaw Ltd. (formerly Tata Share Registry Ltd.), Mumbai or at their branch offices at the addresses given above or at the registered office of the Company. The transfers are processed if technically found to be in order and complete in all respects. As per directives issued by SEBI, it is compulsory to trade in the Company’s equity shares in dematerialized form. |
| |
| 7. Distribution of Shareholding : |
DISTRIBUTION OF SHAREHOLDING AS ON 31ST MARCH, 2009 |
|
|
|
|
|
|
| |
|
|
|
|
|
No. of Shares |
Holding |
Amount |
% to |
No. of |
% to |
|
|
Rs. |
Capital |
Holders |
Total Holders |
1 to 500 |
55,09,415 |
55,094,150 |
8.91 |
69,669 |
92.64 |
501 to 1000 |
21,41,286 |
2,14,12,860 |
3.46 |
3,015 |
4.01 |
1001 to 2000 |
22,05,044 |
2,20,50,440 |
3.57 |
1,596 |
2.12 |
2001 to 3000 |
9,65,532 |
96,55,320 |
1.56 |
398 |
0.53 |
3001 to 4000 |
5,76,546 |
57,65,460 |
0.93 |
168 |
0.22 |
4001 to 5000 |
3,21,782 |
32,17,820 |
0.52 |
71 |
0.10 |
5001 to 10000 |
9,34,710 |
93,47,100 |
1.51 |
136 |
0.18 |
Greater than 10000 |
4,91,85,542 |
49,18,55,420 |
79.54 |
152 |
0.20 |
Total |
6,18,39,857 |
61,83,98,570 |
100.00 |
75,205 |
100.00 |
|
| |
CATEGORIES OF SHAREHOLDERS AS ON 31ST MARCH, 2009 |
|
|
|
|
|
Sr. No. |
Particulars |
No. of Holders |
Holdings / Shares held |
% to Capital |
|
|
1 |
Tata Group Companies |
9 |
2,18,40,231 |
35.32 |
2 |
Indian Financial Institutions |
31 |
1,01,80,865 |
16.46 |
3 |
State Government |
1 |
585 |
-- |
4 |
Nationalised Banks |
27 |
2,62,289 |
0.42 |
5 |
Mutual Funds |
55 |
52,53,891 |
8.50 |
6 |
Foreign Institutional Investors / Foreign Companies |
101 |
83,12,688 |
13.44 |
7 |
GDS Depositories |
1 |
47,940 |
0.08 |
8 |
Other Companies |
1512 |
37,53,158 |
6.07 |
9 |
Individuals & Others |
73468 |
1,21,88,210 |
19.71 |
Total |
75205 |
6,18,39,857 |
100.00 |
|
| |
The category-wise shareholding is also shown in the chart below :
|
Category of Shareholders
 |
| |
| 8. Dematerialization of Shares & liquidity |
| The process of conversion of shares from physical form to electronic form is known as dematerialization. For dematerializing the shares the shareholders should open a demat account with the Depository Participant (DP). The shareholder is required to fill in a Demat Request Form and submit the same along with the original share certificates to his DP. The DP will allocate a demat request no. and shall forward the request physically and electronically through NSDL/CDSL to Registrar & Transfer Agent. On receipt of the demat request both physically and electronically and after verification, the shares are dematerialized and an electronic credit of the shares is given in the account of the shareholder. |
| |
| 9. Outstanding GDRs/ADRs/Warrants or any convertible instruments, conversion date and likely impact on equity |
| As on 31st March, 2009, the outstanding Global Depository Shares were 47940 The GDSs are convertible into fully paid equity shares on 1:1 basis. The underlying shares against the outstanding GDSs have been allotted in the name of the Depository. There is no ADR or convertible instrument outstanding as on 31st March, 2009. |
| |
| 10. Plant locations |
a) Survey No 14/4,A2 & 14/5, NH 4 , Bangalore Tumkur
Road, Malonagathi Hally, T. Begur Post, Nelamangla Taluk,
Bangalore Rural District, Karnataka - 562123
b) Perikanal Estate, PO Munnar,Dist. Idukki, Kerala - 685612
c) Pullivasal Estate & Packeting centre- PO Munnar , Dist.Idukki,
Kerala - 685612
d) Instant Tea Operations , Post Box no 3, Idukki district, Munnar
Kerala - 685612 and
e) Tetley (Tea Bag) Division: 73/74 KPK Menon Road; Willingdon
Island, Kochi ,Kerala - 682003
|
| |
| 11. Address for correspondence Given against 10.v above |
| |
|
|
The Investors Education and Protection Fund
The shareholders and other stakeholders are hereby informed that pursuant to the provisions of section 205A(5) of the Companies Act,1956 all dividends remaining unpaid/unclaimed for a period of seven years from the date they became due for payment will have to be transferred to the Investors Education and Protection Fund(IEPF) set up by the Central Government. Following table gives information relating to outstanding dividend accounts and the dates when due for transfer to IEPF:
Financial year ended |
Date of payment of dividend |
Unpaid dividend To be claimed by |
Transfer to IEP Fund in |
31 st March 2002 |
14.6.2002 |
June 2009 |
July 2009 |
31 st March 2003 |
10.9.2003 |
September 2010 |
October 2010 |
31 st March 2004 |
10.9.2004 |
September 2011 |
October 2011 |
31 st March 2005 |
11.8.2005 |
August 2012 |
September 2012 |
31 st March 2006 |
11.8.2006 |
August 2013 |
September 2013 |
31 st March 2007 |
13.8.2007 |
August 2014 |
September 2014 |
31 st March 2008 |
25.8.2008 |
August 2015 |
September 2015 |
| Following are the details of unpaid dividend, interest on deposits and repayment of deposits which will be due for transfer to IEPF upto 31st March, 2010 |
Nature of payment |
Date of payment |
Unpaid dividend to be claimed by |
Transfer to IEP Fund in |
Dividend |
14.6.2002 |
June 2009 |
July 2009 |
Interest on Fixed deposits |
1.4.2002 to 31.3. 2003 |
7 years from respective payment dates |
7 years and 1 month from respective payment dates |
Fixed deposits –
Principal amount &
Interest on maturity |
Respective maturity dates |
7 years from respective maturity dates |
7 years and 1 month from respective maturity dates |
|
|
| While the Registrar of the company has already written to the shareholders and depositors informing them about the due dates of transfer to IEPF for these payments, attention of the stakeholders is again drawn to this matter through the Annual Report. It may please be noted that once the unpaid amounts are transferred to IEPF no claims shall lie against the company or the IEPF in respect of any amounts which were unclaimed or unpaid. |
| |
|
| |
|
|
Insider Trading Regulations
After the Securities and Exchange Board of India had amended the Insider Trading Regulations in November 2008, the Tata Group has suitably revised the Tata Code of Conduct for Prevention of Insider Trading and Code of Corporate Disclosure practices which your company has adopted. Mr. K. Venkataramanan , Vice-President – Finance of the company, is the compliance officer for the purpose of these regulations.
|
|
| |
|
|
Top Ten Shareholders
As on 31st March 2009 the top ten shareholders of the company were as follows :-
|
|
NAME OF THE SHAREHOLDER |
NO OF SHARES |
PERCENTAGE OF SHAREHOLDING |
Tata Sons Limited |
1,40,87,207 |
22.78 |
Life Insurance Corporation of India |
73,54,569 |
11.89 |
Tata Chemicals Limited |
43,17,514 |
6.98 |
Tata Investment Corporation Limited |
28,00,000 |
4.53 |
Bajaj Allianz Life Insurance Company Ltd |
22,31,099 |
3.61 |
Arisaig Partners(Asia)PTE Ltd A/C Arisaig India Fund Ltd |
16,73,320 |
2.71 |
National Insurance Company Ltd |
9,28,078 |
1.50 |
UTI- Unit Linked Insurance Plan |
9,00,000 |
1.45 |
Norges Bank A/c Government Petroleum Fund |
7,58,996 |
1.23 |
| The Royal Bank of Scotland Ltd as Depository of First State Asia Pacific Fund – A sub fund of First State Investments ICVC |
6,97,260 |
1.13 |
|
| |
|
|
Auditors’ Certificate on Compliance with the conditions of
Corporate Governance under Clause 49 of the Listing Agreement(s)
To the Members of Tata Tea Limited
We have examined the compliance of conditions of Corporate Governance by Tata Tea Limited (the Company) for the year ended 31st March, 2009 as stipulated in Clause 49 of the Listing Agreement of the said Company with the stock exchanges in India.
The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was carried out in accordance with the Guidance Note on Certification of Corporate Governance (as stipulated in Clause 49 of the Listing Agreement), issued by the Institute of Chartered Accountants of India and was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, and the representation made by the directors and the management, we certify that subject to the statements in paragraph 2 of the attached Report on Corporate Governance for 2008-09, the company has complied with the conditions of Corporate Governance as stipulated in Clause 49 of the above mentioned Listing Agreement during 2008-09
We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.
For and on behalf of
LOVELOCK & LEWES
Chartered Accountants
|
|
For and on behalf of
N. M. RAIJI & CO.
Chartered Accountants
|
| |
|
|
| PARTHA MITRA |
|
J. M. GANDHI |
| |
|
|
Partner
Membership No. 50553 |
|
Partner
Membership No. 37924 |
| |
|
|
Place: Kolkata
Date: July 1, 2009 |
|
Place: Mumbai
Date: July 1, 2009 |
| |
|
|
|
| |
|
|
|
Categories of Shareholders as on 31st March, 2005
Categories of Shareholders
as on 31st March, 2005 |
Sr.
No. | Category |
No. of Holders | Shares
held | % of Capital |
| 1 | Tata Group
Companies | 11 |
1,64,68,319 |
29.29 | | 2 | Indian
Financial Institutions | 28 |
99,59,433 | 17.71 |
| 3 | State
Government | 1 |
585 | - |
| 4 | Nationalised
Banks | 39 | 1,40,462 |
0.25 | | 5 | Mutual
Funds | 82 | 28,82,716 |
5.13 | |
6 | Foreign
Institutional Investors/
Foreign Companies |
80 |
1,13,35,125 |
20.16 | | 7 | GDS
Depositories | 1 |
1,23,242 |
0.22 | |
8 | Other
Companies | 1,411 |
14,65,103 | 2.61 |
| 9 |
Individuals & Others |
65,364 | 1,38,44,872 |
24.63 | |
|
TOTAL | 67,017 |
562,19,857 | 100.00 |
| | |
| Auditors' Certificate
on Compliance with the conditions of Corporate Governance Under Clause 49 of the
Listing Agreement(s) | |
To the Members of Tata Tea Limited. | |
We have examined the compliance of conditions of Corporate Governance
by Tata Tea Limited (the Company) for the year ended 31 st March, 2005 as stipulated
in Clause 49 of the Listing Agreement of the said Company with the stock exchanges.
The compliance of conditions of Corporate Governance is the responsibility of
the management. Our examination was limited to procedures and implementation thereof,
adopted by the Company for ensuring the compliance of the conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the financial
statements of the Company.
In our opinion and to the best of our information
and according to the explanations given to us, and the representation made by
the directors and the management, we certify that the company has complied with
the conditions of Corporate Governance as stipulated in Clause 49 of the above-mentioned
Listing Agreement.
On the basis of certificate received from the Registrars
of the Company, we state that as on 31st March, 2005, there were no investor grievances
remaining pending for a period exceeding one month against the Company.
We
further state that such compliance is neither an assurance as to the further viability
of the Company nor the efficiency or effectiveness with which the management has
conducted the affairs of the Company.
For and on behalf
of
LOVELOCK & LEWES
Chartered Accountants
|
For and on behalf of
N. M. RAIJI & CO.
Chartered
Accountants | PRABAL
KR SARKAR
Partner
Membership No. 52340
Place: Mumbai
Date : 20th
June, 2005
| J.
M. GANDHI
Partner
Membership No. 37924
Place: Mumbai
Date :
20th June, 2005 | |
Shareholder Information as on 30th September,
2005
Clause 35 of the Listing
Agreement
Distribution of Shareholding As On Quarter Ending 30th September,
2005 | Sr.
No. | Category |
No. of
Shares held |
% of
Shareholding | |
A | Promoters'
Holdings | - |
- | | 1 | Promoters
* | - |
- | | - | -
Indian Promoters | 16200069 |
28.82 | | - | -
Foreign Promoters | 0 |
0.00 | | 2 | Persons
Acting in Concert# | 0 |
0.00 | | - | ------------------------- Sub-Total |
16200069 | 28.82 |
| B |
Non Promoters Holdings | - | - | | 3 | Institutional
Investors | | |
| A |
Mutual Funds and UTI | 4405733 |
7.84 | | B |
Banks, Financial Institutions, Insurance Companies (Central /
State Govt. Institutions / Non-Govt. Institutions) |
8438117 | 15.01 |
| C |
FIIs | 12893766 |
22.93 | | - | ------------------------- Sub-Total |
25737616 | 45.78 |
| 4 | Others | | |
| A | Private
Corporate Bodies | 1041389 |
1.85 | | B | Indian
Public | 12592327 |
22.40 | | C | NRIs
/ OCBs | 176456 |
0.31 | | D | Any
Other * | | | |
i. | Subsidiary
Companies | 198250 |
0.35 | | ii. | GDR | 119242 |
0.21 | | -iii. | Trusts |
127265 | 0.23 |
| iv. | Independent Director and their Relatives |
3246 | 0.01 |
| v. | Other Directors & their Relatives |
23997 | 0.04 |
| - | ------------------------- Sub-Total |
14282172 | 25.40 |
| | ------------------------- Grand-Total |
56219857 | 100.00 |
| - |
------------------------- Total Foreign
Shareholding | 13189464 |
23.46 |
| | Note: |
| |
Names, number of shares held and percentage shareholding of entities / persons
holding more than 1% of the shares of the Company are given in a separate Annexure. |
| # |
The Company is a professionally managed company and the shareholdingof the
Directors in their personal capacity does not constitute "The Promoter's
Holding". Hence, the same is classified under the head "Any Other".. |
| | ANNEXURE TO SHAREHOLDING
PATTERN AS OF QUARTER ENDING
30th SEPTEMBER, 2005 |
| DETAILS
OF SHAREHOLDERS HOLDING MORE THAN 1% OF THE
SHARE CAPITAL |
| Sr.
No. | Name of the
Shareholder |
No. of
Shares held |
% of
Shareholding | Category |
| 1 | Tata
Sons Ltd.
| 8257207 |
14.69 | Indian Promoters |
| 2 | Tata
Chemicals Ltd. | 4317514 |
7.68 | Indian Promoters |
| 3 |
Tata Investment Corporation Ltd. |
2984175 | 5.31 | Indian
Promoters | | 4 |
UTI- Mastergain Unit Scheme |
670860 | 1.19 | Mutual
Fund | | 5 |
Templeton Mutual Fund-a/c Franklin India Flexi Cap Fund |
650000 | 1.16 | Mutual
Fund | | 6 |
Life Insurance Corporation of India |
5376241 | 9.56 | Insurance
Cos. | | 7 | General
Ins. corporation of India | 626787 |
1.11 | Insurance Cos. |
| 8 |
The New India Assurance Co. Ltd. | 786904 |
1.40 | Insurance Cos. |
| 9 | The Oriental
Insurance Co. Ltd. | 614597 |
1.09 | Insurance Cos. |
| 10 | National
Insurance Co. Ltd. | 639236 |
1.14 | Insurance Cos. |
| 11 |
Templeton Asset Management Ltd a/c Templeton Developing Mkts Trust |
1192831 | 2.12 | FII |
| 12 |
HSBC Global Investment Funds A/C. HSBC Global Investment Funds
Mauritius Ltd. | 1061724 |
1.89 | FII |
| 13 | FID
Funds (Mauritius) Ltd. | 2039394 |
3.63 | FII |
| 14 | The Master
Trust Bank of Japan, Ltd. A/C. Nomura India Investment Fund Mother Fund |
900000 | 1.60 | FII |
| 15 | Templeton
Assets Management Ltd a/c Templeton Emerging Markets Series - A Series Institutional
Funds Inc.
| 782625 |
1.39 | FII | |
Shareholder Information as on 31st December, 2005
Clause 35 of the Listing
Agreement
Distribution of Shareholding As On Quarter Ending 31st December,
2005 | Sr.
No. | Category |
No. of
Shares held |
% of
Shareholding | |
A | Promoters'
Holdings | - |
- | | 1 | Promoters
* | - |
- | | - | -
Indian Promoters | 16080069 |
28.60 | | - | -
Foreign Promoters | 0 |
0.00 | | 2 | Persons
Acting in Concert# | 0 |
0.00 | | - | ------------------------- Sub-Total |
16080069 | 28.60 |
| B |
Non Promoters Holdings | - | - | | 3 | Institutional
Investors | | |
| A |
Mutual Funds and UTI | 5510860 |
9.80 | | B |
Banks, Financial Institutions, Insurance Companies (Central /
State Govt. Institutions / Non-Govt. Institutions) |
7997226 | 14.23 |
| C |
FIIs | 12538350 |
22.30 | | - | ------------------------- Sub-Total |
26046436 | 46.33 |
| 4 | Others | | |
| A | Private
Corporate Bodies | 1053682 |
1.87 | | B | Indian
Public | 12384893 |
22.03 | | C | NRIs
/ OCBs | 181106 |
0.32 | | D | Any
Other * | | | |
i. | Subsidiary
Companies | 198250 |
0.35 | | ii. | GDR | 121042 |
0.22 | | -iii. | Trusts |
127136 | 0.23 |
| iv. | Independent Director and their Relatives |
3246 | 0.01 |
| v. | Other Directors & their Relatives |
23997 | 0.04 |
| - | ------------------------- Sub-Total |
14093352 | 25.07 |
| | ------------------------- Grand-Total |
56219857 | 100.00 |
| - |
------------------------- Total Foreign
Shareholding | 12840498 |
22.84 |
| | Note: |
| |
Names, number of shares held and percentage shareholding of entities / persons
holding more than 1% of the shares of the Company are given in a separate Annexure. |
| # |
The Company is a professionally managed company and the shareholdingof the
Directors in their personal capacity does not constitute "the Promoter's
holding". Hence, the same is classified under the head "Any Other". |
|
Shareholder Information as on 30th June, 2006
CLAUSE 35 OF EQUITY LISTING AGREEMENT
Name of the Company : Tata Tea Limited
Scrip Code
:
Quarter Ended :
30th June, 2006
| (I) (a) Statement showing Shareholding
Pattern |
|
Category code
|
Category of Shareholder
|
Number of shareholders
|
Total number of shares
|
Number of shares held in dematerialised
form
|
Total Shareholding as a percentage of
total number of shares
|
|
As a percentage of (A+B)1
|
As a percentage of (A+B+C)
|
|
(A)
|
Shareholding of Promoter and Promoter Group2 |
|
|
|
-
|
-
|
|
(1)
|
Indian |
|
|
|
-
|
-
|
|
(a)
|
Individuals / Hindu Undivided Family |
0
|
0
|
0
|
0.00
|
0.00
|
|
(b)
|
Central Government / State Government(s) |
0
|
0
|
0
|
0.00
|
0.00
|
|
(c)
|
Bodies Corporate |
8
|
16080069
|
16079469
|
28.65
|
28.60
|
|
(d)
|
Financial Institutions / Banks |
0
|
0
|
0
|
0.00
|
0.00
|
|
(e)
|
Any Other (specify) |
|
|
|
- |
- |
|
|
- Subsidaries |
1
|
198250
|
198250
|
0.35
|
0.35 |
|
Sub-Total (A) (1)
|
9
|
16278319
|
16277719
|
29.00
|
28.95
|
|
2
|
Foreign
|
|
|
|
|
|
|
(a)
|
Invididuals (Non-Resident Individuals / Foreign
Individuals)
|
0
|
0
|
0
|
0.00 |
0.00 |
|
(b)
|
Bodies Corporate |
0 |
0 |
0 |
0.00 |
0.00 |
|
(c)
|
Institutions
|
0 |
0 |
0 |
0.00 |
0.00 |
|
(d)
|
Any Other (specify)
|
0 |
0 |
0 |
0.00 |
0.00 |
|
Sub-Total (A) (2)
|
0 |
0 |
0 |
0.00 |
0.00 |
|
Total Shareholding of Promoter and Promoter
Group (A) = (A)(1)+(A)(2)
|
9
|
16278319
|
16277719
|
29.00
|
28.95
|
|
(B)
|
Public Shareholding3
|
|
|
|
|
|
|
(1)
|
Institutions
|
|
|
|
|
|
(a)
|
Mutual Funds / UTI |
100
|
6541419
|
6430157
|
11.65
|
11.64 |
|
(b)
|
Financial Institutions / Banks
|
95
|
9408047
|
9398119
|
16.76
|
16.73 |
|
(c)
|
Central Government / State Government(s)
|
1
|
585
|
0
|
0.00 |
0.00 |
(d)
|
Venutre Capital Funds
|
0 |
0 |
0 |
0.00 |
0.00 |
(e)
|
Insurance Companies *
|
8
|
320597
|
320597
|
0.57
|
0.57 |
(f)
|
Foreign Institutional Investors
|
82
|
9614220
|
9612894
|
17.13
|
17.10 |
(g)
|
Foreign Venture Capital Investors
|
0 |
0 |
0 |
0.00 |
0.00 |
(h)
|
Any Other (specify)
|
0 |
0 |
0 |
0.00 |
0.00 |
Sub-Total (B) (1)
|
286
|
25884868
|
25761767
|
46.11
|
46.04 |
(2)
|
Non-Institutions
|
|
|
|
|
|
(a)
|
Bodies Corporate
|
1591
|
1025983
|
962970
|
1.83
|
1.82 |
(b)
|
Individuals -
|
|
|
|
0.00 |
0.00 |
i.
|
Individual shareholders holding nominal share
capital upto Rs.1 lakh
|
69939
|
12237500
|
9075292
|
21.80
|
21.77 |
ii.
|
Individual shareholders holding nominal share
capital in excess of Rs.1 lakh
|
24
|
384019
|
229328
|
0.68
|
0.68
|
(c)
|
Any Other (specify)
|
|
|
|
|
|
| |
- Foreign Companies
|
1 |
238 |
0 |
0.00 |
0.00 |
| |
- Non-Resident Individuals
|
688
|
174292
|
165607
|
0.31
|
0.31
|
| |
- Trust
|
19
|
125044
|
124581
|
0.22
|
0.22 |
| |
- Directors & their Relatives
|
19
|
27552
|
15346
|
0.05
|
0.05 |
Sub-Total (B) (2)
|
72281
|
13974628
|
10573124
|
24.89
|
24.86 |
Total Public Shareholding (B)
= (B)(1)+(B)(2)
|
72567
|
39859496
|
36334891
|
71.00
|
70.90 |
TOTAL (A)+(B)
|
72576
|
56137815
|
52612610
|
100.00
|
99.85 |
(C)
|
Shares held by Custodians and against which Depository
Receipts have been issued
|
1
|
82042
|
82042
|
0.15
|
0.15 |
GRAND TOTAL (A)+(B)+(C)
|
72577
|
56219857
|
52694652
|
100.15
|
100.00 |
| |
| * Exclusive of Government Insurance Companies
which are FIIs |
| |
(I) (b)
|
Statement showing Shareholding of persons belonging
to the category "Promoter and Promoter Group" |
| |
Sr. No.
|
Name of the Shareholder
|
Number of Shares
|
Shares
as a percentage of total number of shares {i.e., Grand Total
(A)+(B)+(C) indicated in statement at para (I) (a) above}
|
| 1 |
Tata Coffee Ltd.
|
198250
|
0.35
|
| 2 |
Ewart Investments Ltd.
|
341636
|
0.61
|
| 3 |
Tata Sons Ltd.
|
8467207
|
15.06
|
| 4 |
Tata Industries Ltd.
|
73112
|
0.13
|
| 5 |
Tata Chemicals Ltd.
|
4317514
|
7.68
|
| 6 |
Questar Investment Ltd.
|
600
|
0.00
|
| 7 |
Tata Investment Corporation Ltd.
|
2880000
|
5.12
|
TOTAL
|
16278319
|
28.95
|
| |
(I) (c)
|
Statement showing Shareholding of persons belonging
to the category "Public" and holding more than 1%
of the total number of shares |
| |
Sr. No.
|
Name of Shareholder |
Number of Shares
|
Shares
as a percentage of total number of shares {i.e., Grand Total
(A)+(B)+(C) indicated in statement at para (I) (a) above}
|
| 1 |
Unit Trust of India Equity Fund
|
670860
|
1.19
|
| 2 |
Unit Trust of India - Unit Linked Insurance Plan
|
1256095
|
2.23
|
| 3 |
Life Insurance Corporation of India
|
6222100
|
11.07
|
| 4 |
General Ins. Corporation of India |
601787
|
1.07
|
| 5 |
The New India Assurance Co. Ltd.
|
720904
|
1.28
|
| 6 |
The Oriental Insurance Co. Ltd.
|
587597
|
1.05
|
| 7 |
National Insurance Co. Ltd.
|
607078
|
1.08
|
| 8 |
Reliance Capital Trustee co. Ltd A/c Reliance
Vision Fund
|
664070
|
1.18
|
9
|
FID Funds (Mauritius) Ltd.
|
2817425
|
5.01
|
| 10 |
HSBC Global Investment Funds A/c. HSBC Global
Investment Funds Mauritius Ltd.
|
1173190
|
2.09
|
| TOTAL |
15321106
|
27.25
|
| |
(I) (d)
|
Statement showing details of locked-in shares |
| |
| Sr. No. |
Name of the Shareholder |
Number of locked-in Shares |
Locked-in
shares as a percentage of total number of shares {i.e., Grand
Total (A)+(B)+(C) indicated in statement at para (I) (a) above}
|
| 1 |
Nil |
| |
TOTAL |
|
|
| |
(II) (a)
|
Statement showing details of Depository Receipts
(DRs) |
Sr. No.
|
Type of outstanding DR (ADRs, GDRs, SDRs, etc.)
|
Number of outstanding DRs
|
Number of shares underlying outstanding DRs
|
Shares
underlying outstanding DRs as a percentage of total number of
shares {i.e., Grand Total (A)+(B)+(C) indicated in statement
at para (I) (a) above}
|
1
|
GDR
|
82042
|
82042
|
0.15
|
TOTAL
|
82042
|
82042
|
0.15
|
| |
(II) (b)
|
Statement showing Holding of Depository Receipts
(DRs), where underlying shars are in excess of 1% of the total
number of shares |
Sr. No.
|
Name of the DR Holder
|
Type of outstanding DR (ADRs, GDRs, SDRs, etc.)
|
Number of shares underlying outstanding DRs
|
Shares
underlying outstanding DRs as a percentage of total number of
shares {i.e., Grand Total (A)+(B)+(C) indicated in statement
at para (I) (a) above}
|
1
|
Nil |
TOTAL
|
|
|
| |
|
|
| | Note: |
| |
Names, number of shares held and percentage shareholding of entities / persons
holding more than 1% of the shares of the Company are given in a separate Annexure. |
| # |
The Company is a professionally managed company and the shareholdingof the
Directors in their personal capacity does not constitute "the Promoter's
holding". Hence, the same is classified
under the head "Any Other". | |
Shareholder Information as on 31st March, 2006
Clause 35 of the Listing
Agreement
Distribution of Shareholding As On Quarter Ending 31st March, 2006
| Sr.
No. | Category |
No. of
Shares held |
% of
Shareholding | |
A | Promoters'
Holdings | - |
- | | 1 | Promoters
* | - |
- | | - | -
Indian Promoters | 16080069 |
28.60 | | - | -
Foreign Promoters | 0 |
0.00 | | 2 | Persons
Acting in Concert# | 0 |
0.00 | | - | ------------------------- Sub-Total |
16080069 | 28.60 |
| B |
Non Promoters Holdings | - | - | | 3 | Institutional
Investors | | |
| A |
Mutual Funds and UTI | 5565914 |
9.90 | | B |
Banks, Financial Institutions, Insurance Companies (Central /
State Govt. Institutions / Non-Govt. Institutions) |
9622844 | 17.12 |
| C |
FIIs | 10170676 |
18.09 | | - | ------------------------- Sub-Total | 25359434 | 45.11 | | 4 | Others | | |
| A | Private
Corporate Bodies | 1601834 | 2.85 | |
B | Indian Public | 12589356 | 22.39 | |
C | NRIs / OCBs | 156524 | 0.28 |
| D | Any Other * | | |
| i. | Subsidiary
Companies | 198250 | 0.35 |
| ii. | GDR | 82042 | 0.15 |
| -iii. | Trusts | 125105 | 0.22 |
| iv. | Independent Director and their Relatives | 3246 | 0.01 |
| v. | Other Directors & their Relatives | 23997 | 0.04 |
| - | ------------------------- Sub-Total | 14780354 | 26.29 | | |
------------------------- Grand-Total | 56219857 | 100.00 | |
- | ------------------------- Total Foreign
Shareholding | 10409242 | 18.52 |
| | Note: |
| |
Names, number of shares held and percentage shareholding of entities / persons
holding more than 1% of the shares of the Company are given in a separate Annexure. |
| # |
The Company is a professionally managed company and the shareholdingof the
Directors in their personal capacity does not constitute "the Promoter's
holding". Hence, the same is classified
under the head "Any Other". | |
| |
| QUARTERLY
COMPLIANCE REPORT ON CORPORATE GOVERNANCE |
Name of the Company : TATA TEA LIMITED
Quarter Ended On : 30th June 2006
|
| |
Particulars |
Clause of Listing
Agreement
|
Compliance Status (Yes/No)
|
Remarks
|
| I |
Board of Directors
|
49 I
|
|
|
| (A) |
Composition of Board |
49IA
|
Yes
|
|
| (B) |
Non-executive directors' compensation
&disclosure |
49IB
|
Yes
|
Non-executive directors are paid sitting
fees within the limit prescribed in Companies(Central Government's)
General Rules and Forms and the commission paid to them has
been approved by the shareholders |
| © |
Other provisions as to Board and Committees |
49(IC)
|
Yes*
|
The Board has reviewed periodically the status
of legal compliances and steps taken to rectify instances of
non-compliance |
| (D) |
Code of Conduct
|
49(ID)
|
Yes*
|
Tata Code of Conduct applies to all Managing/Executive
Directors and employees. A condensed version of the Code of
Conduct applicable to non-executive directors has also been
adopted by the Board. Both the codes have been posted on the
website of the company. Affirmation of compliance has been obtained
from all board members and senior management personnel based
on which the declaration by the Managing Director has been included
in the Annual Report for 2005-06. |
| II |
Audit Committee
|
49 II
|
|
|
| (A) |
Qualified&Independent Audit Committee
|
49(IIA)
|
Yes
|
|
| (B) |
Meeting of Audit Committee |
49(IIB)
|
Yes
|
|
| © |
Powers of Audit Committee |
49(IIC)
|
Yes
|
|
| (D) |
Role of Audit Committee |
49 (IID)
|
Yes*
|
Issues relating to review of performance of auditors,
Pre-audit discussion with statutory auditors and review of functioning
of Whistle blower mechanism will be covered in 2006 |
| (E) |
Review of information by Audit Committee |
49 (IIE)
|
Yes*
|
Review of Management Discussion & Analysis
and Management letters/letters of internal control weaknesses
issued by statutory auditors, if any, has been done by the Audit
committee. |
| III |
Subsidiary companies |
49 III
|
Yes*
|
The company does not have any material non listed
Indian subsidiary as defined in clause 49. Audit committee reviews
the financial statements of non listed subsidiaries while considering
annual accounts.System of placing minutes of board meetings
of unlisted subsidiaries have been introduced from 1.1.2006. |
| IV |
Disclosures |
49 IV
|
|
|
| (A) |
Basis of Related Party transactio |
49 (IVA)
|
Yes
|
System introduced from 1.1.2006 |
| (B) |
Disclosure of Accounting treatment |
49 (IVB)
|
Yes
|
|
| © |
Board Disclosures-Risk management |
49 (IVC)
|
Yes
|
The company has carried out detail exercise to
identify the risks facing its business, classification of risks
into high, medium and low and measures for mitigation of the
risks. A risk register has also been prepared and risk managers
have been identified for each risk.These have been reviewed
by the Audit committee and the Board has also considered the
same. |
| (D) |
Proceeds from Public Issues, rights issues, preferential
issues etc |
49 (IVD)
|
Yes
|
No public/rights/preferential issue made in last
3 years |
| (E) |
Remuneration of Directors |
49 (IVE)
|
Yes*
|
Criteria of making payments to non-executive directors
and disclosure of their shareholding has been mentioned in 2005/06
Annual Report. |
| (F) |
Management |
49 (IVF)
|
Yes*
|
Disclosure from Senior Management has been obtained
in April 2006 |
| (G) |
Shareholders |
49 (IVG)
|
Yes*
|
Disclosure of shareholding of Directors coming
up for appointment has been introduced from 2005/06 Annual Report. |
| V |
CEO/CFO Certification |
49 V
|
Yes
|
Has been introduced from 2005/06 Annual Accounts. |
| VI |
Report on Corporate Governance |
49 VI
|
Yes*
|
Annual Corporate Governance report already forms
part of Annual Report. The report in revised format for 2005/06
takes care of new requirements. Quarterly compliance reports
are regularly submitted to Stock Exchanges. |
| VII |
Compliance |
49 VII
|
Yes
|
Auditors' certificate on compliance of the conditions
of corporate governance is included in the Annual Report. |
| |
|
|
|
|
* Please see comments under "Remarks" column
|
|
| |
| QUARTERLY
COMPLIANCE REPORT ON CORPORATE GOVERNANCE |
Name of the Company : TATA TEA LIMITED
Quarter
Ended On : 30.09.2005 |
| Particulars |
Clause of Listing
Agreement |
Compliance Status (Yes/No) |
Remarks | | - | - | - | - |
Board of Directors
|
49I | Yes | |
| Audit Committee |
49II | Yes | |
| Shareholders/ Investors Grievance Committee |
49VIC | Yes | |
| Remuneration of Directors |
49III | Yes | Included
in Annual Report | Board Procedures
| 49IV |
Yes | |
Management
| 49V |
Yes | |
Shareholders
| 49VI |
Yes | |
| Report of Corporate Governance | 49VII |
Yes | Included in Annual Report |
|
| |
| E-mail ids for registering investors' grievances | |
|
| |
| QUARTERLY
COMPLIANCE REPORT ON CORPORATE GOVERNANCE |
Name of the Company : TATA TEA LIMITED
Quarter
Ended On : 31.12.2005 |
| Particulars |
Clause of Listing
Agreement |
Compliance Status (Yes/No) |
Remarks | | - | - | - | - |
Board of Directors
|
49I | Yes | |
| Audit Committee |
49II | Yes | |
| Shareholders/ Investors Grievance Committee |
49VIC | Yes | |
| Remuneration of Directors |
49III | Yes | Included
in Annual Report | Board Procedures
| 49IV |
Yes | |
Management
| 49V |
Yes | |
Shareholders
| 49VI |
Yes | |
| Report of Corporate Governance | 49VII |
Yes | Included in Annual Report |
|
|
|
|
| |
|
SHAREHOLDERS' RESOLUTIONS TO BE PASSED BY
POSTAL BALLOT
As a special resolution
Item no. 1
RESOLVED that pursuant to Section 17 of the Companies Act,
1956, the object clause of the Company being serial number III
of the Memorandum of Association of the Company be and is hereby
altered by insertion of the following Sub-Clauses immediately
after existing Sub-Clause (61) :-
(62) To carry on the business as growers, cultivators, agriculturists,
farmers, planters and to carry on cultivation, growing, processing,
farming, trading of all descriptions of traditional and non-
traditional, vegetables, fruits and spices of all kinds including
but not limited to cultivation and growing of ginger, tomato,
chilly, English vegetables, turmeric, banana, orange, pineapple,
papaya, whether grown under the surface of the soil or above
the surface of the soil.
(63) To carry on the business as growers, cultivators, agriculturists,
farmers, planters and to carry on cultivation, growing, farming,
processing and trading of all descriptions of traditional and
non- traditional agricultural, industrial, medical, herbal and
aromatic plants of all types and description and lemon grass
and all types of oils for therapeutic, medicinal and other purposes.
(64) To carry on the business of flavored teas and tea bags
of all kinds and varieties of ready-to- drink beverages including
teas, iced teas, tea with infusions of herbs, fruits etc. and
tea parlorus.
(65) To carry on the business as growers, cultivators and to
carry out cultivation, processing and trading of sericulture,
apiculture and similar other activities.
(66) To carry on the business of pisciculture, acquaculture,
fisheries and to grow, breed, spawn and hatch fishes of all
kinds and for that purpose dig fishing ponds and carry out various
operations of acquaculture, create embankments,construct the
drainage system including culverts, sluice gates, etc.
(67) To promote tourism, carry on businesses as tour operators,
travel agents and as transporters and clearing & forwardingagents.
(68) To carry on the business of establishing, conducting, managing
and running hotels, motels, resorts, restaurants, cafes, refreshment
rooms, lodging houses, catering, rest houses, guest houses etc.
(69) To carry on the business of floriculture and for that purpose,
grow, cultivate, farm, process and trade in all descriptions
of flowers.
(70) To carry on the business as harvesters, purifiers, bottlers,
packagers and marketers of drinking water.
(71) To carry on the business of dairyman and dairy farming
and for that purpose raise cows, buffaloes , cattle and livestock
in general and carry on the marketing/trading of all kinds of
milk products including milk, butter, cheese, cream etc.
(72) To carry on the business of manufacture and sale of different
varieties of food products. |
Item no 2
As a Special Resolution
RESOLVED that pursuant to Section 149(2A) and other applicable provisions, if any, of the Companies Act, 1956 approval be
and is hereby granted to the company for commencement and undertaking the businesses as enumerated in the newly
introduced sub-clauses (62) to (72) of the object clause of the Memorandum of Association of the Company as set out in
item no 1 above.
|
|
EXPLANATORY STATEMENT
As the shareholders are aware, the Company is
in possession of large tracts of land in Assam, West Bengal
and Kerala obtained by way of lease from the respective State
Governments for carrying out plantation activities. Hitherto,
the conditions of granting lease of these lands by the respective
State Governments did not permit use of the land for purposes
other than growing and cultivation of tea, coffee and other
plantation products.
Keeping in view that some of these lands are
not suitable for plantation purposes and that the fortunes
of the plantation business is largely dependent on the market
price of the products which suffers from significant volatility
from year to year, your Directors have been considering ways
and means of utilizing in a better manner the primary assets
of the plantations i.e the land holdings of the Company. After
considerable research, your Directors have come to the conclusion
that in order to ensure long term sustainability of plantation
operations, it is necessary for each tea estate to supplement
its earnings through alternative cropping. The competitiveness
of the tea estates can be enhanced significantly by leveraging
its two key assets i.e land and manpower. On experimental
basis, cultivation of vegetables, digging of fishing ponds,
floriculture, tea tourism, etc. were initiated few months
back to get first hand experience in these new activities.
Encouraged by the success of these initiatives it is now proposed
to commercially exploit production of alternative crops by
way of growing and cultivation of vegetables of all kinds,
aromatic plants, fisheries, flowers, etc. The company has
utilized the services of consultants who are experts in these
areas and with their help, is reasonably confident that the
production and marketing of these new products can be undertaken
without affecting the traditional tea production. This would
optimize the economic value of the land within each estate
through innovative utilization of land which are currently
unused and would open up entrepreneurship based opportunity
to the local population which in course of time would enhance
the household earnings.
Till recently, the conditions of lease of land
granted to the Company by the respective State Governments
did not allow use of the land for non-plantation purposes.
Representations were made to the respective State Governments
to allow use of a portion of the land for non-tea purposes
which would help to improve the economic health of the tea
estates. Your Directors are pleased to advise that the State
Governments in Kerala and Assam have appreciated the need
for modification of the existing regulations and have allowed
use of a certain percentage of the land earlier leased to
the Company for non-tea purposes including tourism and hotel
businesses.The Government of West Bengal is also in the process
of making necessary changes in the regulations so that a part
of the plantation land can be used for non-tea purposes. The
natural scenic beauty of the tea gardens is expected to attract
tourists which would supplement the income of the tea estates.
In addition it is also proposed to enter into dairy and packaged
drinking water business and different types of food products
which have good potential.
Further, it is also proposed to enter into the
business of flavoured teas, ready-to drink-teas, iced teas,
tea parlours, tea with infusions of herbs and fruits etc in
line with changing consumer preferences.
Your Directors are hopeful that with this enlargement of the
object clause of the Company, the plantation business of the
Company will improve and the long term sustainability will
be ensured.
The alterations will enable the Company to carry on its business
more economically and more efficiently by undertaking the
new businesses which can be conveniently and advantageously
combined with the existing business of the Company.
Under Section 192A of the Companies Act, 1956 read with The
Companies (Passing of the Resolution by Postal Ballot) Rules
2001 any change in the Object clause needs to be approved
by the shareholders by way of Postal Ballot.
A copy of the Memorandum & Articles of Association of the
Company is available for inspection by the members of the
Company at the Registered Office from 10 a.m. to 12 noon on
any working day except Saturdays upto 15th July 2006.
Under Section 149(2A) of the Companies Act, 1956 the members
are required to accord their approval to the company for commencing
and undertaking the new businesses set out in sub-clauses
(62) to (72) of the object clause of the Memorandum of Association
as set out in Item no 1 of the Notice. Opportunity is being
taken to have such approval of the members by way of Special
Resolution through the same postal ballot.
Your Directors commend passing of the resolutions by the members.
No Director of the company is concerned or interested in the
resolutions.
By Order of the Board of Directors
D.K.SEN
(Vice President & Secretary)
Kolkata
June 6, 2006
Registered Office:
1, Bishop Lefroy Road
Kolkata - 700 020
Click
here to save the draft in your computer(.pdf)
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