Notice of 90th AGM to the members of Mohan Meakin Ltd.- 23rd September 2024

03 September 2024

Notice of the 90th Annual General Meeting ("AGM") of Mohan Meakin Ltd. ("the Company"), which is scheduled for Monday, September 23, 2024, at 03:00 p.m. (IST) via Video Conferencing (VC) or Other Audio Visual Means (OAVM), along with the Annual Report for the FY24.

Ordinary Business:

• To receive, consider, and adopt the Financial Statements of the Company for FY24, including the audited Balance Sheet as of 31st March 2024, the Statement of Profit and Loss for the year that ended, along with the accompanying reports of the Auditors and Directors.
• To deliberate and, if deemed appropriate, to approve the Ordinary Resolution to declare a dividend for FY24: a dividend of ₹1/- per equity share (20% of the face value) on the fully paid-up equity shares of ₹5/- each of the Company, as recommended by the Board of Directors.
• To review and, if deemed appropriate, to approve the Ordinary Resolution regarding the reappointment of a director: Mrs. Shalini Mohan (DIN 06939483), who is retiring by rotation and is eligible, has offered herself for reappointment as a director.
• To review and, if deemed appropriate, to approve the Ordinary Resolution regarding the reappointment of a director: Shri Sanjeev Arya (DIN 02005683), who is retiring by rotation and is eligible, has offered himself for reappointment as a director.
• To review and, if deemed appropriate, to approve the Ordinary Resolution regarding the reappointment of M/s Saxena & Saxena, Chartered Accountants, New Delhi, (Registration No.006103N) as Branch Auditor for audit of accounts of the Company’s Lucknow Branch for the year ending 31st March 2025 and to hold office till 91^st AGM at a remuneration of Rs.40,000/- P.A. plus GST and out of pocket expenses at actual.

Special Business:

• To consider and, if deemed appropriate, to approve, with or without modifications, the following Special Resolution: to appoint Shri Hemant Mohan (DIN 00197951) as Managing Director and CEO of the Company, for a period of 5 years with effect from 13th August 2024 till 12th August 2029 upon the terms and conditions including remuneration as may be agreed between the Board and Mr. Hemant Mohan.
• To consider and, if deemed appropriate, to approve, with or without modifications, the following Special Resolution: to appoint Mr. Kalpataru Tripathy (DIN: 00865794) as Independent director.
• To consider and, if deemed appropriate, to approve, with or without modifications, the following Special Resolution: to appoint Mr. Ramesh Rama Narang (DIN: 001186500) as Independent director.

Related Party Transactions:

• To consider and, if deemed appropriate, to approve, with or without modifications, the following Ordinary Resolution: to enter into the agreement by the Company with, Mohan Breweries & Distilleries Ltd., having unit at Chittoor, Andhra Pradesh form IMFL effective from 1.4.2024 to 31.3.2025.
• To consider and, if deemed appropriate, to approve, with or without modifications, the following Ordinary Resolution: to enter into the agreement with M/s. Trade Links (P) Ltd., New Delhi for Authorized Selling Agency Agreement to book orders for the Sale of and to Sale of IMFL & Beer, Break Fast Food products, Fruit Juices, Vinegar, Food products and Fruit Juices including cereals under the Company’s Trade Mark “MOHUNS” all over India effective from 1.4.2024 to 31.3.2025.
• To consider and, if deemed appropriate, to approve, with or without modifications, the following Ordinary Resolution: to enter into the agreement with Mohan Rocky Spring Water Breweries Ltd., Khapoli, Maharashtra for manufacturing of Company’s IMFL at its Bottling Plant at Khopoli (Maharashtra) and sell to Company’s and Supplying of finished product to the Canteen Store Department (CSD) in Maharashtra and to the State of Gujrat and such other territory as may be mutually agreed effective from 1.4.2024 to 31.3.2025.
• To consider and, if deemed appropriate, to approve, with or without modifications, the following Ordinary Resolution: to enter into the Purchase Agreement with Mohan Zupack Ltd., for purchase of empty Cartons to be used by the Company effective from 01.04.2024 to 31.3.2025
• To consider and, if deemed appropriate, to approve, with or without modifications, the following Ordinary Resolution: to enter into the Purchase Agreement and Lease Agreement with National Cereals Products Ltd., as per annexed explanatory statement, effective from 01.04.2024 to 31.03.2025.
• To consider and, if deemed appropriate, to approve, with or without modifications, the following Ordinary Resolution: to enter into the Lease Agreement with Shri Vinay Mohan, Director of the Company, as per annexed explanatory statement, effective from 01.12.2023 to 31.10.2024 and that the same may be made effective till 91st AGM and the Board shall have power to renew it from time to time so as to make it effective till 91st AGM to be held in the year 2025.

​Instructions at glance​

Cut-off date	16th September 2024
Commencement of remote e-voting	Friday, 20th September 2024
End of remote e-voting	Sunday, 22nd September 2024
AGM	03:00 p.m. on 23rd September 2024