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Download Annual Report KANARA CHAMBER OF COMMERCE & INDUSTRY MANGALORE “Chamber Building”, Bunder, P. B. No. 116, Mangalore - 575 001. Telephones[Land]: [0824] 2420128, 2441859 & 4260128 Fax: 2420669 [Mobile] 94835 10669 Email: [email protected] | Website: www.kanarachamber.com To All Members of the Chamber. Date: 14-08-2019 NOTICE The 79th Annual General Meeting of All Members of the Chamber for the year 2019 will be held at its Registered Office at “Chamber Building”, Chamber Road, Bunder, P.B. No.116, Mangalore – 575001 at 4.00 p.m. on Wednesday the 25th day of September, 2019 to transact the following businesses : ORDINARY BUSINESS: 1. To receive, consider and adopt the Report of the Committee of the Chamber/Board of Directors, the Audited Balance Sheet as at 31 March 2019, Income and Expenditure Account and the Cash Flow Statement for the year ended on that date, together with the Reports of the Auditors thereon. 2. Appointment of Auditor to hold office from the conclusion of this AGM upto the conclusion of the AGM for the year 2023-24 and to fix his remuneration: “RESOLVED THAT pursuant to the provisions of Section 139 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), Sri B. Balakrishna Shanbhogue, B. Com., FCA., Chartered Accountant, Manjushree, 1st Floor, Canara High School Road, Dongerkeri, Mangalore-575003 (Membership. No.10336), being the retiring auditor, be and is hereby re-appointed as Auditor of the Company to hold office from the conclusion of this Annual General Meeting until the conclusion of the Annual General Meeting of the Company for the year 2024 i.e. for five financial years from FY 2019-20 to FY 2023-24 at such remuneration as shall be fixed by the Board of Directors of the Company, including out-of-pocket and travel expenses as may be incurred by them in connection with the audit.” 3. a)To Elect 5 (Five) Office-bearers to the Committee / Board of KCCI for the year 2019-20: 1. To elect the President - Ms. P.B. Abdul Hameed (DIN: 02814115), President, who retires at the conclusion of this AGM is eligible for re-election. 2. To elect the Vice-President - Mr. Isaac Vas (DIN: 00712781), Vice-President, who retires at this AGM and is eligible for re-election. 3. To elect the Hon. Treasurer - Mr. M. Ganesh Kamath (DIN: 07941510) Hon. Treasurer, who retires at this AGM and is eligible for re-election. 4. To elect the Hon. Secretary - Mr. Shashidhar Pai Maroor (DIN: 07613534), Hon. Secretary, who retires at this AGM and is eligible for re-election. 5. To elect the Hon. Secretary - Mr. Prashant C. G. (DIN: 05351607), Hon. Secretary, who retires at this AGM and is eligible for re-election. Annual Report 2018-19 | 1 b) To elect 12 Committee Members/Directors of the Board of KCCI: The following Members of the Committee / Directors of the Board who retire at this AGM and are eligible for re-election: 1. Mr. Nitte Yathiraj Shetty 10. Mr. Aditya Padmanabha Pai (DIN:02088314) (DIN: 07940173) 2. Mr. B. A. Nazeer 11. Mr. Divakar Pai Kochikar (DIN: 07282318) (DIN: 06412232) 3. Mr. Nissar Fakeer Mohammed SPECIAL BUSINESS: (DIN: 06967876) 12. Mr. Ananth Ganapathi Pai 4. Mr. Palli Sadananda Shetty (DIN: 00553943) (DIN: 03046617) 5. Mr. Ananthesh V. Prabhu “RESOLVED THAT u/s 149,152, and any other (DIN:07327024) applicable provisions of the Companies Act, 2013, 6. Mr. Amith Ramachandra Acharya read with Article 44 and other applicable Articles (DIN:05317180) of the Articles of Association of the Chamber, the members of the Chamber hereby elect one 7. Mr. Praveen Kumar Bangera Committee Member/Director of the Board of KCCI (DIN: 06717239) in place of (Late) Mr. Ananth G Pai (DIN: 00553943) 8. Mr. K. Dinesh Rao whose office has become vacant on account of his (DIN: 07943796) demise on 14-07-2019” 9. Mr. Abdur Rahman Musba (DIN: 08239235) BY ORDER Sd/- Sd/- (SHASHIDHAR PAI MAROOR) (PRASHANT C. G.) (DIN: 07613534) (DIN: 05351607) HONORARY SECRETARY HONORARY SECRETARY Place: Mangalore Date: 14-08-2019 2 | Annual Report 2018-19 Note: 1. As per the Article 44 of the Articles of Association, the Chamber needs to elect 5 office bearers and 12 Committee members every year. In the ensuing Annual General Meeting the existing 5 Committee members and office bearers are eligible for re-appointment unless they give their unwillingness letter to be re-elected as mentioned in Note Number 8 below. 2. Sri B. Balakrishna Shanbhogue, B. Com., FCA., Chartered Accountant, (Membership. No.10336) retires at the conclusion of the ensuing Annual General Meeting for FY 2018- 19 and is eligible for re-appointment unless (a) he is disqualified for re-appointment; (b) he has given the company a notice in writing of his unwillingness to be re-appointed and (c) a special resolution has been passed at that meeting appointing some other auditor or providing expressly that he shall not be re-appointed. Your directors propose his re-appointment as Statutory Auditor to hold office from the conclusion of this Annual General Meeting until the conclusion of the Annual General Meeting of the Company for the year 2024 i.e. for five financial years from FY 2019-20 to FY 2023-24. His consent has been sought for re-appointment as Statutory Auditor. Where any member of the Chamber has any recommendations for the appointment of Statutory Auditor in place of the retiring Auditor, such member shall intimate his recommendation to the Chamber well in advance i.e atleast 25 days before the meeting so that necessary consent for being proposed as Auditor can be obtained from such person along with their eligibility certificate under Section 141 of the Companies Act, 2013. 3. A Member entitled to attend, and vote is entitled to appoint a Proxy who is Member of Chamber to attend and vote instead of himself/herself. We have enclosed a Format of the Proxy Form for your reference. 4. Under the new provisions of Section 160 of the Companies Act, 2013, a Member, other than a Member of the retiring Committee/Board, is eligible for contesting the election provided he / she by himself / herself, not less than 14 days before the above meeting has left at the office of the Chamber a Notice in writing under the hand of Chamber or the intention of such Member to propose any other Member with his / her consent to contest election may file nomination of such Candidates along with a deposit amount of Rs. 1,00,000/- (Rupees one lakh only) by cheque / DD / RTGS / NEFT in favour of Bank A/c of KCCI Please further note that this amount is refundable only if the contesting candidate gets elected in the AGM or gets more than 25% of total votes cast either on show of hands or by poll on resolution for his election. Otherwise the amount will be forfeited by the candidate / depositor. The Chamber will then give notice of such candidates intending / proposed for election either by individual notice to all members or by publication of the notice in a Kannada and an English Newspaper at least 7 days before the date of AGM. We have enclosed the Format of Notice of Candidature / Nomination Form for your reference. Please also note that under Notification of the Government of India, Ministry of Corporate Affairs, dated 5th June, 2015, an exemption was provided to this requirement only if the Company had a provision in its Articles of Association to provide election of Directors by ballot. KCCI’s Articles do not have this provision at present, but deliberations are being made to amend the Articles, which will also need the approval of the Registrar of Companies, Karnataka. 5. Please also note that interested Member candidates seeking for election to the Committee/ Board must have an approved Director Identification Number issued by Government of India, Ministry of Corporate Affairs. Annual Report 2018-19 | 3 6. Change, if any, in the name of authorised Representative of Membership i.e. Nominee should be intimated to the Chamber Office not less than 14 days before the date of AGM. 7. DIN refers to Director Identification Number allotted by Government of India, Ministry of Corporate Affairs under the earlier Companies Act, 1956, or under the new Companies Act, 2013. 8. The Notice is as per the Section 102 of the new Companies Act, 2013. Your Chamber is a Section 8 Company under the new Act. The Office Bearers and Committee Members form the Committee of Chamber / Board of Directors of the Chamber under the Companies Act, 2013. As per the new provisions of the Act, the election of each Director must be taken up individually and cannot be clubbed together in one resolution. 9. Office Bearers/Committee Members, being Directors, who are eligible for re-election are automatically reelected in the absence of: a. any resolution against their re-election, b. failure of resolution in their favour for re-election, or c. a written notice from them intimating their unwillingness for re-election. 10. In case any Office Bearer / Committee Member / Director who does not want to be re-elected, he / she must give a written notice indicating his / her unwillingness to be re-elected. 11. A map of the venue of the AGM is enclosed. EXPLANATORY STATEMENT U/S 102 OF THE COMPANIES ACT, 2013: Item No.3(b)(12): To elect one Committee Member/Director of the Board of KCCI in place of (Late) Mr.
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