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Principal mf annual_report_12-13_voting+disclosure.20-32

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  • 1. ANNUAL REPORT 2012-13 Management Proposals Date Name of the Company April 16, 2012 Castrol India Limited Type of Proposal Meeting (AGM/EGM/ Postal Ballot) AGM Management *Vote Recommend- (For/Against/ ation Abstain) Adoption of Accounts as at December 31, 2011 For Abstain Declaration of Dividend For Abstain Re-appointment of Mr. S.M.Datta as Director For Abstain Re-appointment of Mr. R.Kirpalani as Director For Abstain Appointment of M/s S.R.Batliboi & Co., Chartered Accountants as Auditors For Abstain Appointment of Mr. Uday Khanna as Director Divi's Laboratories Limited Postal ballot For Abstain Abstain Enhancement of remuneration of Dr. Murali K.Divi, Chairman & Managing Director of the Company For Abstain For Abstain For Abstain Re-appointment and revision in remuneration of Mr. Madhusudana Rao Divi. as Director Projects of the Company April 18, 2012 Court Convened For Re-appointment and revision in remuneration of Mr. Kiran S. Divi as Director & President Operations of the Company Dewan Housing Finance Corporation Limited Approve scheme of amalgamation of First Blue Home Finance Limited and DHFL Holdings Private Limited with Dewan Housing Finance Corporation Limited Enhancement of remuneration of Mr. N. V. Ramana, Executive Director of the Company April 17, 2012 For Abstain April 25, 2012 Aditya Birla Nuvo Limited EGM Issue of Warrants on preferential basis to the Promoters and/or Promoter Group of the Company For Abstain April 27, 2012 Hexaware Technologies Limited AGM Adoption of Accounts as at December 31, 2011 For Abstain Abstain Abstain Adoption of Accounts as at December 31, 2011 For Abstain For Abstain For Abstain Appointment of Mr. Percy K. Shroff, as Director For Abstain Payment of remuneration to Non-Executive Independent Directors of the Company For Abstain Payment of remuneration to Mr. Arun Sawhney, CEO & Managing Director of the Company For Abstain Re-appointment of Mr. Arun Sawhney as CEO & Managing Director of the Company for a period of five years and approval of terms and conditions Postal Ballot For For Appointment of M/s. BSR & Co, Chartered Accountants as Auditors Max India Limited Abstain Re-appointment of Mr. Takashi Shoda, as Director May 16, 2012 For Appointment of M/s Deloitte Haskins & Sells, Chartered Accountants as Auditors AGM Abstain Abstain Re-appointment of Mr. S.K.Mitra, as Director Ranbaxy Laboratories Limited For For Re-appointment of Mr. Shailesh V.Haribhakti, as Director May 8, 2012 Declaration of Dividend Re-appointment of Mr. L. S. Sharma, as Director For Abstain Amendment of Memorandum of Association of the Company For Abstain Invest in securities of Antara Senior Living Private Limited for amount not exceeding ` 240 crs For Abstain Appointment of Mr. Mohit Talwar as Deputy Managing Director and fix remuneration. For Abstain Additional expenses with respect to relocation of Mr. Rahul Khosla, Managing Director of the Company For Abstain 18
  • 2. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company May 30, 2012 Bata India Limited Type of Proposal Meeting (AGM/EGM/ Postal Ballot) AGM Management *Vote Recommend- (For/Against/ ation Abstain) Adoption of Accounts as at December 31, 2011 For Abstain Declaration of Dividend For Abstain Re-appointment of Mr. J. Carbajal and Mr. J. Clemons, as Directors For Abstain Appointment of M/s. S. R. Batliboi & Co., Chartered Accountants as Auditors For Abstain Re-appointment of Mr. Ranjit Mathur, as Director For Abstain Appointment of Mr. Ranjit Mathur, as Director Finance for 5 years and revision in remuneration For Abstain Amendment to Articles of Association of the Company For Abstain June 4, 2012 NHPC Limited Postal Ballot Amendment to Memorandum of Association of the Company For Abstain July 3, 2012 Bharat Petroleum Corporation Limited Postal Ballot Increase of Authorised Share Capital and consequent alteration to Memorandum of Association and Articles of Association of the Company For Abstain August 17, 2012 Oracle Financial Services Software Limited Adoption of Accounts as at March 31, 2012 For Abstain Re-appointment of Mr. Y M Kale, as Director For Abstain Re-appointment of Mr. Frank Brienzi, as Director For Abstain Re-appointment of Mr. William Corey West, as Director For Abstain Appoint Auditors and fix their remuneration For Abstain Authorise Board of Directors of the Company to appoint Branch Auditors and fix their remuneration For Abstain August 17, 2012 TATA Power Company Ltd AGM AGM Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend For Abstain Re-appointment of Mr. R.N.Tata, as Director For Abstain Re-appointment of Mr. H.S.Vachha, as Director For Abstain Re-appointment of Mr. A.K.Basu, as Director For Abstain Appoint Auditors and fix their remuneration For Abstain Appoint Mr. Cyrus Mistry as Director For Abstain Appointment of Branch Auditors For Abstain For Abstain For Abstain For Abstain For Abstain Amendment to the Articles of Association of the Company AGM Abstain Issue of Employee Stock Option Plans TATA Chemicals Limited Abstain Re-appointment of Mr.Rahul Dhir as Managing Director & CEO August 22, 2012 For Appointment of M/s. S. R. Batliboi & Co., Chartered Accountants as Auditors AGM For Re-appointment of Dr. Omkar Goswami, as Director CAIRN (India) Limited Adoption of Accounts as at March 31, 2012 Re-appointment of Mr. Aman Mehta, as Director August 22, 2012 For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Re-appointment of Mr. R. Gopalkrishnan, as Director For Abstain Re-appointment of Mr. Nusli N.Wadia, as Director For Abstain Re-appointment of Mr. E.A.Khshirsagar, as Director For Abstain Appoint Auditors and fix their remuneration For Abstain 19
  • 3. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company Type of Proposal Meeting (AGM/EGM/ Postal Ballot) August 23, 2012 Castrol(India) Limited Postal Ballot Management *Vote Recommend- (For/Against/ ation Abstain) For Abstain For Abstain Issue of Bonus Equity Shares For Abstain Abstain Abstain For Abstain Re-appointment of Mr. Kazuhiko Ayabe, as Director For Abstain Re-appointment of Ms.Pallavi Shroff, as Director For Abstain Appointment of M/s. Pricewaterhouse, Chartered Accountants as Auditors For Abstain Approve payment of Commission to Non-executive Directors For Abstain Re-appointment of Mr.Shuji Oishi as Director & Managing Executive Officer (Marketing & Sales) For Abstain Re-appointment of Mr.Kazuhiko Ayabe as Director & Managing Executive Officer (Supply Chain) For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend AGM For For Re-appointment of Mr. R.C.Bhargava, as Director Texmaco Rail & Engineering Limited Adoption of Accounts as at March 31, 2012 Declaration of Dividend August 29 2012 AGM Abstain Amendment to Articles of Association of the Company Maruti Suzuki India Limited For Amendment to Memorandum of Association of the Company August 28, 2012 Increase in Authorised Share Capital of the Company For Abstain Re-appointment of Mr. A. C. Chakrabortti, as Director August 31, 2012 TATA Global Beverages Limited AGM For Abstain Appointment of M/s. P K. N. Gutgutia & Co, Chartered Accountants as Auditors For Abstain Adoption of Accounts as at March 31, 2012 For Abstain For Abstain For Abstain Appoint Auditors and fix their remuneration For Abstain Appoint Mr. Ajoy Misra as Director For Abstain Appointment and remuneration of Wholetime Executive Director, Mr. Ajoy Misra For Abstain Approval of payment of remuneration to Mr. Ajoy Misra by an overseas subsidiary of the Company For Abstain Appointment and Remuneration of Managing Director, Mr. Harish Bhat AGM Abstain Abstain Re-appointment of Mr. U M Rao, as Director Reliance Infrastructure Ltd. For For Re-appointment of Mr.V Leeladhar, as Director September 4, 2012 Declaration of Dividend Re-appointment of Mr. Analjit Singh, as Director For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend For Abstain Re-appointment of Mr. Sateesh Seth, as Director For Abstain Appointment of M/s. Haribhakti & Co, Chartered Accountants as Auditors For Abstain Appoint Mr. S.S.Kohli as Director For Abstain Appoint Mr. C.P.Jain as Director For Abstain Appoint Dr.V.K.Chaturvedi as Director For Abstain Issue of Shares to Qualified Institutional Buyers For Abstain Appointment of Mr.Ramesh Shenoy as Manager For Abstain 20
  • 4. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company September 5, 2012 Hindustan Media Ventures Limited Type of Proposal Meeting (AGM/EGM/ Postal Ballot) AGM Management *Vote Recommend- (For/Against/ ation Abstain) Adoption of Accounts as at March 31, 2012 For Abstain Abstain Adoption of Accounts as at March 31, 2012 For Abstain For Abstain For Abstain For Abstain For Abstain Fix remuneration of the Auditors of the Company For Abstain Appointment of Dr.Neeraj Mittal as Director For Abstain Appointment of Ms. Shyamala Gopinath as Director For Abstain Appointment of Mr. R.P. Singh as Director For Abstain Appointment of Mr. A.K. Khandelwal as Director For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend For Abstain Re-appointment of Mr. Chua Sock Koong, as Director For Abstain Re-appointment of Mr. Prabhat Singh, as Director For Abstain Re-appointment of Mr. Craig Edward Ehrlich, as Director For Abstain Re-appointment of Mr. Nikesh Arora, as Director For Abstain Re-appointment of Mr. Rajan Bharti Mittal, as Director For Abstain Re-appointment of Mr. Rakesh Bharti Mittal, as Director For Abstain Appointment of M/s. S.R. Batliboi & Co., Chartered Accountants as Auditors AGM For Re-appointment of Mr. Sudhir Bhargava, as Director IDBI Bank Limited Abstain Re-appointment of Mr. Prabhat Singh, as Director September 6, 2012 Abstain For Re-appointment of Mr. S.L.Raina, as Director AGM Abstain For Declaration of Dividend Bharti Airtel Limited For Amendment of Memorandum of Association of the Company September 6, 2012 Abstain Appointment of M/s. S.R. Batliboi & Co., Chartered Accountants as Auditors AGM Abstain For Re-appointment of Mr. Shardul S. Shroff, as Director GAIL (India) Limited For Re-appointment of Mr. Ashwani Windlass, as Director September 5, 2012 Declaration of Dividend Re-appointment of Mr. Ajay Relan, as Director For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend For Abstain Appointment of M/s. Khimji Kunverji & Co., and M/s. G.D Apte & Co., Chartered Accountants as Joint Statutory Auditors For Abstain Re- appointment of M/s. Sangani & Co. as Branch Statutory Auditors For Abstain Issue of shares on Preferential Allotment basis to Govt. of India and/or other QIBs For Abstain Amendment to Memorandum of Association of the Company For Abstain Amendment to Articles of Association of the Company For Abstain Appointment of Mr. P.S. Shenoy as Director For Abstain Take note of appointment of Mr.B.K. Batra as Deputy Managing Director of the Company For Abstain Take note of nomination of Sunil Soni, Additional Secretary (FS), Govt. of India as Government Nominee Director on the Board of the Company For Abstain 21
  • 5. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company September 6, 2012 Prestige Estates Project Limited Type of Proposal Meeting (AGM/EGM/ Postal Ballot) AGM Adoption of Accounts as at March 31, 2012 Management *Vote Recommend- (For/Against/ ation Abstain) For Abstain Abstain For Abstain For Abstain For Abstain Adoption of Accounts as at March 31, 2012 For Abstain For Abstain For Abstain For Abstain For Abstain To appoint Auditors of the Company For Abstain Elevation of Mr. Rahul Talwar as General Manager (Marketing), DLF India Limited (DIL), a subsidiary Company w.e.f. April 1, 2012 at a remuneration and on terms & conditions. For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend For Abstain Approve payment of remuneration to auditors of the Company For Abstain Amendment to Articles of Association of the Company For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares For Abstain Declaration of Dividend on preference shares For Abstain Re-appointment of Mr. Laksh Vaaman Sehgal, as Director For Abstain Appointment of M/s. Price Waterhouse, Chartered Accountants as Auditors AGM For Not to fill casual vacancy on account of Mr. M.M. Sabharwal, Director who retires by rotation at the AGM and who has expressed his desire to not to offer himself for re-appointment as a Director. September 10, 2012 Motherson Sumi Limited To make investment and provide loan to Samvardhana Motherson Polymers Limited Re-appointment of Mr. Rajiv Singh, as Director AGM Abstain Re-appointment of Dr. D.V. Kapur, as Director National Buildings Constructions Private Ltd For Declaration of Dividend September 8, 2012 Abstain Authorise Board to create charge in favour of the lenders AGM For Authorise Board to provide guarantee/securities in favour of the lenders DLF Limited Abstain To make investment in Calsonic Motherson Auto Products Limited September 7, 2012 For Appointment of Ms. Sana Rezwan, relative of the Director to hold a place of Profit as Executive Director - Retail Postal Ballot Abstain Abstain Appointment of M/s. Deloitte Haskins & Sells, Chartered Accountants as Auditors Motherson Sumi System Limited For For Re-appointment of Dr. Pangal Ranganath Nayak, as Director September 6, 2012 Declaration of Dividend Re-appointment of Mr. Noor Ahmed Jaffer, as Director For Abstain Issue of Bonus shares September 10, 2012 HT Media Limited AGM For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares For Abstain Re-appointment of Mr. Priyavrat Bhartia, as Director For Abstain Re-appointment of Mr. KN Memani, as Director For Abstain Appointment of M/s. S.R. Batliboi & Co., Chartered Accountants as Auditors For Abstain Amendment to the Articles of Association of the Company For Abstain Amendment to the Memorandum of Association of the Company For Abstain 22
  • 6. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company September 10, 2012 Hero (Motocorp) Limited Type of Proposal Meeting (AGM/EGM/ Postal Ballot) AGM Management *Vote Recommend- (For/Against/ ation Abstain) Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares For Abstain Re-appointment of Mr. Ravi Nath, as Director Abstain For Abstain Adoption of Accounts as at March 31, 2012 For Abstain For Abstain For Abstain Re-appointment of Mr. K.N.Bhandari, as Director For Abstain Re-appointment of Mr. N. J.Jhaveri, as Director For Abstain Appointment of M/s. Singhi & Co., Chartered Accountants as Auditors For Abstain Authorise Board of Directors to create charge / mortgage on the property of the Company for an amount not exceeding ` 20,000/- crore For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares For Abstain Re-appointment of Mr. C.M.Maniar, as Director For Abstain Re-appointment of Mr. Lalit Bhasin, as Director For Abstain Re-appointment of Mr. Anup N. Kothari, as Director For Abstain Appointment of M/s A. F. Ferguson & Co., Chartered Accountants as Auditors For Abstain re-appointment of Mr. K.K. Modi, as Managing Director of the Company and his remuneration For Abstain re-appointment of Mr. R. Ramamurthy, as a Whole-time Director of the Company and his remuneration For Abstain Authorise Board of Directors to appoint Branch Auditors AGM For Re-appointment of Ms.Rajashree Birla, as Director September 14, 2012 Chambal Fertilisers and Chemicals Limited Abstain Declaration of Dividend on equity shares AGM For Appointment of M/s. Deloitte Haskins & Sells, Chartered Accountants as Auditors September 14, 2012 Godfrey Philips India Limited Abstain Not to fill the vacancy, caused by the retirement of Mr. Analjit Singh, who retires by rotation and does not seek re-appointment AGM Abstain For Re-appointment of Mr. Suman Kant Munjal, as Director September 11, 2012 Hindalco Industries Limited For Re-appointment of Dr. Anand C. Burman, as Director For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares For Abstain Re-appointment of Mr. Dipankar Basu, as Director For Abstain Re-appointment of Mr. Chandra Shekhar Nopany, as Director For Abstain Appointment of M/s S.R. Batliboi & Co., Chartered Accountants as Auditors For Abstain Appointment of M/s Singhi & Co., Chartered Accountants as Branch Auditors For Abstain Appointment of Ms. Radha Singh as Director For Abstain Approve revision in the remuneration payable to Mr. Anil Kapoor, Managing Director For Abstain 23
  • 7. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company September 15, 2012 Oil India Limited Type of Proposal Meeting (AGM/EGM/ Postal Ballot) AGM Management *Vote Recommend- (For/Against/ ation Abstain) Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares For Abstain Re-appointment of Mr. B. N. Talukdar, as Director For Abstain Re-appointment of Mr. Dipankar Basu, as Director For Abstain Re-appointment of Mr. N.K.Bharali, as Director For Abstain Authorise Board of Directors to decide remuneration/ fees of the Statutory Auditors of the Company appointed by the Comptroller & Auditor General of India For Abstain Appointment of Mr. S. K. Srivastava, who was appointed as Chairman & Managing Director For Abstain Appointment of Ms. Rashmi Aggarwal as a Government Nominee Director For Abstain Appointment of Mr. Atul Patne as a Government Nominee Director For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares For Abstain Re-appointment of Mr. B.P. Singh, as Director For Abstain Re-appointment of Mr. S.P. Singh, as Director For Abstain Fix remuneration of the Auditors For Abstain Re-appointment of Mr. S.Rath, as Director September 18, 2012 NTPC Limited AGM Amendment to Articles of Association of the Company Abstain For Abstain For Abstain For Abstain Re-appointment of Ms. Rita Acharya, as Director For Abstain Fix remuneration of Statutory Auditors of the Company For Abstain Enhancing the Borrowing powers AGM Abstain For Re-appointment of Mr. R. T. Agarwal, as Director September 20, 2012 Rural Electrification Corporation Limited For Declaration of Dividend on equity shares AGM Adoption of Accounts as at March 31, 2012 Re-appointment of Mr. I. S. Jha, as Director September 19, 2012 Power Grid Corporation Limited For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Abstain For Abstain For Abstain To fix remuneration of the Auditors For Abstain Appointment of Mr. Rajeev Sharma, as Chairman and Managing Director of the Company For Abstain Appointment of Dr. Sunil Kumar Gupta, as Director of the Company For Abstain Authorise Board of Directors to borrow money from time to time to a tune of ` 1,45,000 crore. For Abstain Authorise Board of Directors to create charge, hypothecate, pledge property of the Company to a tune of ` 1,45,000 crore. AGM For Re-appointment of Dr. Devi Singh, as Director September 21, 2012 Bharat Petroleum Corporation Limited Declaration of Dividend on equity shares Re-appointment of Mr. Prakash Thakkar, as Director For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares For Abstain Re-appointment of Mr. I. P. S. Anand, as Director For Abstain Re-appointment of Mr. Haresh M. Jagtiani, as Director For Abstain Re-appointment of Mr. Alkesh Kumar Sharma, as Director For Abstain To fix remuneration of statutory auditors For Abstain 24
  • 8. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company September 21, 2012 Gujarat Industries Power Company Limited Type of Proposal Meeting (AGM/EGM/ Postal Ballot) For Abstain Re-appointment of Prof. Shekhar Chaudhuri, as Director For Abstain For Abstain Declaration of Dividend For Abstain Appointment of M/s. VCA & Associates., Chartered Accountants as Auditors For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares AGM Adoption of Accounts as at March 31, 2012 Re-appointment of Mr. H. R. Brahmbhatt, as Director September 21, 2012 Bharat Electronic Limited AGM Management *Vote Recommend- (For/Against/ ation Abstain) For Abstain Re-appointment of Mr. N Sitaram, as Director Abstain For Abstain Re-appointment of Prof. R Venkata Rao, as Director For Abstain Amendment to Articles of Association of the Company For Abstain Adoption of Accounts as at March 31, 2012 For Abstain Declaration of Dividend on equity shares For Abstain Re-appointment of Mr. V.Narayanan, as Director For Abstain Appointment of M/s P.B.Vijayaraghavan, Chartered Accountants as Auditors For Abstain Appointment of Mr.S.Krishnan as Director For Abstain Appointment of Mr.N.Mathivanan as Director For Abstain Appointment of Mr.RKumar as Director AGM Abstain For Re-appointment of Mr. Dr. Satyanarayana Dash, as Director September 21, 2012 Tamilnadu Newsprint & Papers Limited For Re-appointment of Prof. Anurag Kumar, as Director For Abstain Appointment of Mr.Mohammed Nasimuddin as Director For Abstain For Abstain For Abstain Adoption of Accounts as at March 31, 2012 For Abstain For Abstain For Abstain For Abstain To fix remuneration of Joint Statutory Auditors of the Company Postal Ballot Abstain Re-appointment of Mr. Udaykrishna Nityanand Bose, as Director Godrej Industries Limited Abstain For Re-appointment of Mr. Ajit Kumar Hazarika, as Director September 24, 2012 For Declaration of Dividend on equity shares AGM Abstain To fix remuneration of the Auditors ONGC Limited For Re-appointment of Mr. Ajit Prasad, as Director September 24, 2012 Adoption of Accounts as at March 31, 2012 Declaration of Dividend on equity shares AGM Abstain Re-appointment of Mr. R.Nagarajan, as Director Power Finance Corporation Ltd. Abstain For Re-appointment of Mr. S.C.Gupta, as Director September 21, 2012 For Appointment of Mr. Santosh K. Misra as Managing Director of the Company For Abstain To make investment in securities of Godrej Consumer Products Limited by way of subscription, inter-corporate deposit or any other form to a tune of ` 150 Cr. For Abstain To make investment in securities of Godrej Properties Limited by way of subscription, inter-corporate deposit or any other form to a tune of ` 100 Cr. For Abstain 25
  • 9. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company September 25, 2012 Kaveri Seed Company Limited Type of Proposal Meeting (AGM/EGM/ Postal Ballot) AGM Management *Vote Recommend- (For/Against/ ation Abstain) Adoption of Accounts as at March 31, 2012 For Abstain December 24, 2012 Godrej Consumer Products Ltd. For Abstain For Abstain For Abstain Appointment of M/s PR Reddy & Co., Chartered Accountants as Auditors United Spirits Limited Abstain Appoint December 13, 2012 Abstain For Re-appointment of Dr SM Ilyas, as Director Siemens (India) Limited For Re-appointment of Dr S Raghuvardhan Reddy, as Director December 10, 2012 Declaration of Dividend on equity shares Re-appointment of Mr. KVD Prasada Rao, as Director For Abstain Court Convened To approve the scheme of amalgamation of Winergy Drive Systems India Private Limited with Siemens Limited For For Postal Ballot To approve further issuance of shares on preferential allotment basis to Relay B.V. ("Relay"), an indirect wholly owned subsidiary of Diageo plc. For For For Increase in Authorised Share Capital of the Company For For For For For For For For Re-appointment of Mr.Kalanithi Maran, as Director For For Re-appointment of Ms. Kavery Kalanithi, as Director Court Convened For For Re designation of Mr.S.Natarajan, as Managing Director Postal Ballot For Amendment to Articles of Association of the Company Allotment of warrants with an option to apply for and be allotted equivalent number of equity shares on preferential basis Spicejet Limited Increase in number of Directors Issue and allotment of 14% Unsecured Convertible Debentures on preferential basis. December 24, 2012 EGM For For Approve scheme of arrangement between Wipro Limited (Demerged company), Azim Premji Custodial services Private Limited (resulting company) and Wipro Trademarks Holding Limited (trademark company) For For December 28, 2012 Wipro Limited January 9, 2013 Colgate Palmolive (India) Limited Postal Ballot Disposal, Sale and Transfer of the Company's Factory Building Located at Survey Nos. 617/5, 617/9, and 617/10, Nacharam, Hyderabad 500 076 to Swamy Sons Agencies Pvt. Ltd. For For January 12,2013 Precot Meridian Limited Postal Ballot Approve Transfer, Sale, and/or Disposal of the Company's Yarn Dyeing Undertaking and Weaving and Fabric Processing Undertaking For Abstain January 19, 2013 HCL Technologies Limited Court Convened Approve scheme of arrangement between HCL Comnet Systems & Services Ltd. (HCLSS) and HCL Technologies Ltd. (HCLT) involving the demerger of the IT enabled services division of HCLSS (Demerged Undertaking) into HCLT (Scheme). For For January 25, 2013 Sun Pharmaceutical Industries Limited Court Convened Approve the scheme of arrangement between Sun Pharmaceutical Industries Ltd. (SPIL) and Sun Pharma Laboratories Ltd. (SPLL) involving the demerger of SPLL's pharmaceutical formulations business in India (Domestic Formulation Undertaking) into SPIL (Scheme). For For 26
  • 10. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company Type of Proposal Meeting (AGM/EGM/ Postal Ballot) January 25, 2013 Axis Bank Limited Postal Ballot Management *Vote Recommend- (For/Against/ ation Abstain) For For Against Approve composite scheme of amalgamation and arrangement amongst JSW ISPAT Steel Ltd. (JSW ISPAT), JSW Building Systems Ltd. (JSW Building), JSW Steel Coated Products Ltd. (JSW Steel Coated), and JSW Steel Ltd. (Scheme). For For Adoption of Accounts as at March 31, 2012 For Abstain For Abstain For Abstain Re-appointment of Mr. Joe Kaeser, as Director AGM For Re-appointment of Mr. Darius C. Shroff, as Director Siemens (India) Limited For Declaration of Dividend on equity shares January 31, 2013 For grant of options under the Employee Stock Options under the Employee Stock Option Scheme Court Convened For Approve issuance of equity or equity linked securities without pre-emptive rights JSW Steel Limited For Amend articles of association to reflect changes in authorised share capital January 30, 2013 Increase in Authorised Share Capital of the Company For Abstain Re-appointment of Mr. Narendra J. Jhaveri, as Director Abstain For Abstain Approve Issuance of Equity or Equity-Linked Securities without Preemptive Rights For Abstain For Abstain Approve grant of Employee Stock Option Scheme' 2012, to permanent Employees of the Subsidiary company. For Abstain Reappointment of Mr. Rakesh Biyani, Joint Managing Director and fix his remuneration For Abstain Increase in Limit for investments by Foreign Institutional Investors For Abstain Approve issuance of Equity Shares through Qualified Institutional Placement to QIBs. For For February 9, 2013 JK Cement Limited February 15, 2013 ACC Limited Postal Ballot Approve payment of Technology and Know-How fees of 1% of the Company's net sales to Holcim Technology Ltd., Promoter For Against February 15, 2013 Ambuja Cements Limited Postal Ballot Approve payment of Technology and Know-How fees of 1% of the Company's net sales to Holcim Technology Ltd., Promoter For Against February 22, 2013 Hathway Cable & Datacom Ltd. Postal Ballot Approve increase in Borrowing Powers For For Approve Pledging of Assets for Debt For For Approve appointment of J.K.G. Pillai as Managing Director & CEO and approve his remuneration For For EGM Approve Issuance of Equity Shares to the Government of India, Promoter on a Preferential basis For For Court Convened Approve Scheme of Arrangement and Amalgamation among Indus-League Clothing Ltd., Lee Cooper (India) Ltd., Future Lifestyle Fashions Ltd., Future Ventures India Ltd. and Pantaloon Retail (India) Ltd. For For March 4,2013 Punjab National Bank Ltd. March 4,2013 Pantaloon Retail (India) Ltd. EGM For Approve Employees Stock Option Scheme' 2012 for employees and other eligible persons of the Company Postal Ballot Abstain Revision in remuneration of Mr. Sunil D. Mathur, Executive Director Pantaloon Retail (India) Limited Abstain For Re-appointment and revision in remuneration of Dr. Armin Bruck, Managing Director February 2, 2013 For Appointment of M/s S.R. Batliboi & Associates, Chartered Accountants as Auditors 27
  • 11. ANNUAL REPORT 2012-13 Management Proposals (Contd.) Date Name of the Company March 8,2013 Gateway Distriparks Ltd. March 6,2013 Raymond Ltd. (Formerly Raymond Woollen Mills) Type of Proposal Meeting (AGM/EGM/ Postal Ballot) EGM Postal Ballot March 11, 2013 Bank of Baroda Ltd. EGM March 11, 2013 Sadbhav Engineering Ltd. EGM March 12, 2013 IDBI Bank Limited March 16, 2013 Union Bank of India Ltd. Postal Ballot EGM March 18, 2013 State Bank of India Ltd. EGM March 18, 2013 Motherson Sumi Systems Ltd. EGM March 20, 2013 March 22, 2013 March 25, 2013 March 28, 2013 Havells India Ltd. Eicher Motors Ltd. Bharti Airtel Ltd. SML Isuzu Ltd Postal Ballot AGM Postal Ballot EGM Payment of Commission to Non-Executive Directors of the Company Payment of remuneration to Non-Executive Directors of Subsidiary Company (ies) Gateway East India Private Limited and Gateway Distriparks(South) Private Limited Approval of Employee Stock Options Plan, 2013 Approval of stock option plan grants to employees and/or directors of the company’s subsidiaries under the ESOP 2013 Approve payment of remuneration to Mr.Gautam Hari Singhania, Chairman & Managing Director Amendment of Articles of Association of the Company Approve issuance of Equity Shares to the Government of India, Promoter on preferential basis Approve appointment of new Auditors M/s. Surana Maloo & co., Chartered Accountants, in place of the resigning Auditors, and authorize Board to fix their remuneration. Approve issuance of Equity Shares to the Government of India, Promoter on preferential basis. Approve issuance of Equity Shares through Qualified Institutional Placement. Approve issuance of Equity Shares to the Government of India, Promoter on preferential basis. Approve issuance of Equity Shares through Qualified Institutional Placement. Approve issuance of Equity Shares to the Government of India, Promoter on a preferential basis. Approval of Issuance of Equity Shares to Sumitomo Wiring Systems Ltd., Japan, Promoter on preferential basis Approval of Issuance of Equity shares to Qualified Institutional Buyers on preferential basis and/or Qualified Institutional Placements. Approval of Increase in Limit holdings of Foreign Institutional Investors Approval of Commission Remuneration for Non-Executive Directors. Approve Employees Stock Option Plan 2013. Adoption of Accounts as at December 31, 2012 Declaration of Dividend on equity shares Re-appointment of Mr. M.J.Subbaiah, as Director Appointment of M/s Deloitte Haskins & Sells, Chartered Accountants as Auditors Revision in terms of appointment of Mr. S. Lal, Managing Director Re-appointment of Mr. R.L. Ravichandran as Executive Director and approve his remuneration Approval of appointment of Mr. S.B. Mittal as Executive Chairman and approve his remuneration Approval of appointment of Mr. M. Kohli as Managing Director and approve his remuneration Approval of appointment of Mr. G. Vittal as Director not liable to retire by rotation Approval of appointment of Mr. G. Vittal as Joint Managing Director and approve his remuneration To approve change in use of proceeds from the Company's Rights Issue 28 Management *Vote Recommend- (For/Against/ ation Abstain) For For For For For For Against Against For For For Against For For For For For Abstain For Abstain For For For For For For For For For For For For For For For For For For For Against For For For For For For For For For For For For For For For For For For
  • 12. ANNUAL REPORT 2012-13 Shareholder Proposals Date Name of the Company Type of Proposal Meeting (AGM/EGM/ Postal Ballot) Management *Vote Recommend- (For/Against/ ation Abstain) April 27, 2012 Hexaware Technologies Ltd. AGM Appointment of Mr. Abhay Havaldar, as Director For Abstain August 17, 2012 Cipla Limited AGM Appoint Mr. Navin Agarwal as Director For Abstain Appoint Mr. Tarun Jain as Director TATA Power Company Ltd. AGM Abstain For Abstain Appoint Mr.Cyrus P.Mistry as Director For Abstain Appoint Dr. Vijay Kelkar as Director August 17, 2012 For Appoint Ms. Priya Agarwal as Director For Abstain August 28, 2012 Maruti Suzuki India Limited AGM Appointment of Mr.Kinji Saito as Director For Abstain August 29 2012 Taxmaco Rail & Engineering Limited AGM Appointment of Mr. Akshay Poddar as Director For Abstain Appointment of Mr. D. R. Kaarthikeyan as Director For Abstain Appointment of Mr. Hemant Kanoria as Director For Abstain August 31, 2012 TATA Global Beverages Ltd. AGM Appoint Mr. Cyrus Mistry as Director For Abstain Appoint Mr. Darius Pandole as Director For Abstain For Abstain Appoint Mr. Shamit Bhartia as Director For Abstain Appoint Mr. S. Ravi as Director For Abstain Appoint Mr. Ninad Karpe as Director For Abstain Appoint Mr. Yoshiki Kishimoto as Director For Abstain Appointment of Mr. Harish Bhat as a Director of the Company September 5, 2012 Hindustan Media Ventures Limited AGM September 6, 2012 IDBI Bank Limited AGM September 10, 2012 Motherson Sumi Limited AGM Appoint Mr. Piyush G. Mankad as Director September 10, 2012 HT Media Limited AGM Re-appoint Dr. Mukesh Aghi as Director For Abstain September 11, 2012 Hindalco Industries Limited AGM Appoint Mr. Meleveetil Damodaran as Director For Abstain September 15, 2012 AGM Appointment of Mr. S. K. Srivastava, as Chairman & Managing Director For Abstain Appointment of Ms. Rashmi Aggarwal as a Director For Abstain Appointment of Mr. Atul Patne as a Director For Abstain Oil India Limited September 18, 2012 NTPC Limited AGM Appointment of Dr. M. Govinda Rao as Director For Abstain Appointment of Dr. S.B. Ghosh Dastidar, as Director For Abstain Appointment of Dr. R.S. Sahoo, as Director For Abstain Appointment of Mr. Ajit M. Nimbalkar, as Director For Abstain Appointment of Mr. S.R. Upadhyay, as Director For Abstain Appointment of Ms. Homai. A. Daruwalla, as Director For Abstain Appointment of Mr. Anol Nath Chatterji, as Director For Abstain Appointment of Prof. Sushil Khanna, as Director For Abstain Appointment of Mr. A.K. Jha, as Director For Abstain September 20, 2012 REC Corporation Limited AGM Appointment of Mr. Ajeet Kumar Agarwal, as Director (Finance) of the Company For Abstain September 21, 2012 Bharat Petroleum Corporation Limited AGM Appointment of Mr. S. P. Gathoo as Director of the Company For Abstain Appointment of Prof. Jayanth R. Varma, as Director of the Company For Abstain Appointment of Mr. Bimalendu Chakrabarti, as Director of the Company For Abstain Appointment of Mr. R. N. Choubey, as Director of the Company For Abstain Appointment of Lt. Gen. S P Kochhar as Director of the Company For Abstain September 21, 2012 Bharat electronic Limited AGM 29
  • 13. ANNUAL REPORT 2012-13 Shareholder Proposals (Contd.) Date Name of the Company September 24, 2012 ONGC Limited Type of Proposal Meeting (AGM/EGM/ Postal Ballot) AGM Management *Vote Recommend- (For/Against/ ation Abstain) Appointment of Prof.Samir Kumar Barua as Director of the Company For Abstain Appointment of Mr.Om Prakash Bhatt as Director of the Company For Abstain Appointment of Ms.Sushama Nath as Director of the Company For Abstain Appointment of Mr.Bimal Julka as Director of the Company For Abstain Appointment of Mr.Alok Kumar Banerjee as Director of the Company For Abstain Appointment of Mr.A. Giridhar as Director of the Company For Abstain * The principles and positions reflected in PPAMC's (Principal Pnb Asset Management Company Private Limited - Investment Manager to Principal Mutual Fund), Proxy Voting Policy are designed to guide PPAMC in voting proxies in the best interest of the unit holders of the Schemes of Principal Mutual Fund, and not necessarily in making investment decisions/ participating directly or indirectly in the management of the companies. 30