UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-08266
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The India Fund, Inc.
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(Exact name of registrant as specified in charter)
200 Park Avenue
New York, NY 10166
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(Address of principal executive offices) (Zip code)
Simpson Thacher Bartlett LLP
425 Lexington Avenue, 23rd Floor
New York, NY 10017
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(Name and address of agent for service)
Registrant's telephone number, including area code: 212-667-4939
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Date of fiscal year end: December 31
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Date of reporting period: July 1, 2003 - June 30, 2004
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Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (ss.ss. 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington,
DC 20549-0609. The OMB has reviewed this collection of information under the
clearance requirements of 44 U.S.C. ss. 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2003 TO JUNE 30, 2004
The India Fund Proxy Voting Compliance Sheet From July 1 2003
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Oriental Bank 6121507 07/2/03 New Delhi Accept the Profit and Loss Management Not attended Not attended
Of Commerce Account, Balance Sheet,
and Report of Directors
and the Auditors.
To consider the return of Management Not attended Not attended
capital of Rs. 50 crores
to the central government
for the fiscal year ended
2004.
Associated 6155915 07/9/03 Mumbai Accept Balance Sheet, Management Not attended Not attended
Cement Companies Profit and Loss Statement,
Limited and Report of the
Directors and Auditors.
Declare dividend. Management Not attended Not attended
Appoint (or reappoint) a Management Not attended Not attended
Director in place of NA
Soonawala.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
AL Kapur.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
PK Sinor.
Appointment and terms of Management Not attended Not attended
remuneration of Managing
Director ML Narula.
Board may grant (to Management Not attended Not attended
employees) up to 1.5mn
shares during the fiscal
year with each option
convertible into one
equity share.
Extension of options scheme Management Not attended Not attended
to employees of the company's
subsidiaries.
Reappointment of auditors Management Not attended Not attended
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Exide Industries 6143716 07/11/03 Kolkata Accept Profit and Loss Management Not attended Not attended
Limited Statement, Balance Sheet
Report of the Directors
and Auditors.
Declare dividend. Management Not attended Not attended
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
SN Mookherjee.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
B Mitter.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
Vijay Aggarwal.
Reappointment of auditors Management Not attended Not attended
and fix their remuneration.
Appoint SB Ganguly as Management Not attended Not attended
Executive Chairman and
CEO for 2 years.
Appoint TV Ramanathan as Management Not attended Not attended
Executive Director for
2 years.
Amend Memorandum of Management Not attended Not attended
Association to reflect
change in share capital.
Amend Articles of Management Not attended Not attended
Association to reflect
changes in share capital.
Corporation 6100993 07/14/03 Mangalore Accept Profit and Loss Management Not attended Not attended
Bank Statement, Balance Sheet,
Report of the Directors
and Auditors.
Consider valid nominations Management Not attended Not attended
for Director due to the
recent demise of
a Ramamurthy.
2
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Housing 6171900 07/18/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Development Statement, Balance Sheet,
Corporation Report of the Directors
Limited and Auditors.
Declare dividend. Management Not attended Not attended
Appoint (or reappoint) Management Not attended Not attended
a Director in place of
SB Patel.
Appoint (or reappoint) Management Not attended Not attended
a Director in place of
BS Mehta.
Appoint (or reappoint) Management Not attended Not attended
a Director in place of
SA Dave.
Appoint (or reappoint) a Management Not attended Not attended
Director attended in place
of S Venkitaramanan.
Reappointment of auditors Management Not attended Not attended
and fix their
remuneration.
Appoint Pannell, Kerr and Management Not attended Not attended
Foster as Branch auditors
for the Dubai branch
Office.
Reappointment of DS Parekh Management Not attended Not attended
as the Managing Director
of the company for 3
years.
Reappointment of Renu Management Not attended Not attended
Karnad as the Executive
director for 5 years.
Tata 6101509 07/21/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Engineering & Locomotive Statement, Balance Sheet,
Company Limited Report of the Directors
and Auditors.
Declare dividend Management Not attended Not attended
Appoint (or reappoint) a Management Not attended Not attended
Director in place of NA
Soonawala.
3
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Tata 6101509 07/21/03 Mumbai Appoint (or reappoint) Management Not attended Not attended
Enginerring & Locomotive a Director in place of
Company Limited JK Setna.
(Cont.)
Appoint (or reappoint) a Management Not attended Not attended
Director in place of H
Petri.
Reappointment of auditors Management Not attended Not attended
and fix their
remuneration.
Allow the company to issue Management Not attended Not attended
and allot Partly/fully
convertible and/or
securities Linked to
ordinary shares not to
exceed Rs 500 crores.
Indian Oil 6253767 07/14/03 Mumbai Give shareholders one new Management Not attended Not attended
Corporation share for every two fully
Limited paid shares held.
Give the board permission Management
to settle any disputes
about share allotment.
Accept any changes or Management
alterations made by
Statutory authorities and
which the Board thinks fit
and proper.
Canara Bank 6580012 07/16/03 Bangalore Discuss the Balance Sheet Management Not attended Not attended
as of 3/31/03
Wipro 6206051 07/17/03 Bangalore Accept Balance Sheet, Management Not attended Not attended
Limited Profit and Loss Statement,
and the Reports of the
Directors and Auditors.
Declare final dividend on Management
equity shares.
Appoint (or reappoint) a Management
Director.
Appoint Auditors for a Management
period of one year with
set remuneration.
4
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Wipro 6206051 07/17/03 Bangalore Reappointment of Chairman Management
Limited and Managing Director
(Cont.) until 12/31/04. Partially
revise terms and conditions
for CEO and Vice Chairman
with respect to remuneration.
Issue to one or all Management
permanent employees
ADR/GDR/Shares under terms
of the Stock Ownership
Plan.
Issue to one or all Management
permanent employees of
subsidiaries in India and
overseas ADR/GDR/Shares
under terms of the Stock
Ownership Plan.
Digital 6124885 07/21/03 Bangalore Accept Profit and Management Not attended Not attended
GlobalSoft Loss Statement, Balance
Limited Sheet, Report of the
Directors and Auditors.
Declare dividend on equity Management
share capital for Fiscal
year 2003.
Appoint (or reappoint) a Management
Director in place of Mr.
Fredrik Bystand.
Appoint (or reappoint) a Management
Director in place of Mr.
Hemant S. Sonawala.
Appoint auditors for one Management
year term under fixed
remuneration.
Appoint Mr. Kasper Management
Rorstead as Director of
the company.
Appoint Mr. Craig D. Management
Flower as Director of the
company.
Accord the Board to Management
de-list the equity shares
of the company from the
Stock Exchange Ahmedabad
and Cochin Stock Exchange
Limited.
5
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Digital 6124885 07/21/03 Bangalore Accept changes in wording Management
GlobalSoft of Articles of Amendment.
Limited (Cont.)
Godrej 6388539 07/22/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Consumer Statement, Balance Sheet,
Products Report of the Directors
Limited and Auditors.
Decline dividend on equity Management
shares.
Appoint (or reappoint) a Management
Director in Place of Mr.
Bala Balachandaran.
Appoint (or reappoint) a Management
Director in place of Ms.
Rama Bijapurkar.
Appoint auditors for one Management
year term under fixed
remuneration.
Reappoint current Chairman Management
and Managing Director for
a 3 year period.
Reappoint current Management
Executive Director and
President for 3 year
period.
Ashok Leyland 6141679 07/22/03 Chennai Accept Profit and Loss Management Not attended Not attended
Limited Statement, Balance Sheet,
Report of the Directors
and Auditors.
Declare dividend. Management
Appoint (or reappoint) a Management
Director in place of Mr.
D. G. Hinduja.
Appoint (or reappoint) a Management
Director in place of Mr.
S. R. Krishnaswamy.
Appoint (or reappoint) a Management
Director in place of Mr.
E. A. Kshirsagar.
6
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Ashok Leyland 6141679 07/22/03 Chennai Appoint (or reappoint) a Management
Limited Director in place of
(Cont.) Mr. M. Bianchi.
Appoint auditors for one Management
year term under fixed
remuneration.
Approve voluntary Management
delisting of the Company's
equity shares from the
Stock Exchanges in Kolkata
and New Delhi.
Authorize the board to Management
mortgage and or charge
properties of the company
in favor of State Bank of
India as Trustees for
Debenture holders, HDFC
Bank and Citibank N.A.
Tata Iron 6101156 07/23/03 Mumbai Accept Profit and Loss Management Not attended Not attended
& Steel Statement, Balance Sheet,
Company Report of the Directors
Limited and Auditors.
Declare dividend. Management
Appoint (or reappoint) a Management
Director in place of Mr.
R. N. Tata.
Appoint (or reappoint) a Management
Director in place of Mr.
Suresh Krishna.
Appoint (or reappoint) a Management
Director in place of Mr.
Ishaat Hussain.
Approve voluntary Management
delisting of the Company's
equity shares from the
certain exchanges.
Appoint auditors for one Management
year term under fixed
remuneration.
Appoint branch auditors Management
for one year term under
fixed remuneration.
7
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
ITC Limited 6124614 07/25/03 Kolkata Accept Profit and Loss Management Not attended Not attended
statement, Balance sheet,
Report of the Directors
and Auditors.
Declare dividend. Management
Elect Directors in place Management
of those retiring by
rotation.
Appoint auditors for one Management
year term under fixed
remuneration.
Reappoint as Director Dr. Management
Basudeb Sen.
Reappoint as Director Shri Management
Balakrishnan
Vijayaraghaven.
Reappoint as Director Dr. Management
Ram Tarneja.
Accord to modification in Management
remuneration paid or
payable to the Wholetime
Directors of the company.
Reappoint as Director and Management
Wholetime Director, Shri
Anup Singh.
Resolve that all Directors Management
of the Company (except
Wholetime Directors) be
paid annually.
Delist ordinary shares of Management
the company from stock
exchanges in Ahmedabad,
Bangalore, Chennai,
Cochin, Delhi, Hydrobad,
Kanpur and Pune.
8
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Satyam 62418580 07/25/03 Hyderabad Accept Profit and Loss Management Not attended Not attended
Computers Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Declare a final dividend Management
on equity.
Appoint (or reappoint) a Management
Director I in place of Mr.
V. P. Rama Rao.
Appoint auditors for one Management
year term under fixed
remuneration.
Appoint from Additional Management
Director to Director, Mr.
Vinod K. Dham.
Earmark addition shares Management
for Employee Stock
Ownership Plan under
established plan
guidelines.
Consent to the payment of Management
the Directors who are not
under Wholetime
employment, by way of
commission as may be
decided by the board.
State Bank 6100799 7/24/03 Mumbai Accept Profit and Loss Management Not attended Not attended
of India Statement, Balance Sheet,
Report of the Directors
and Auditors.
Bajaj Auto 6124142 07/26/03 Pune Accept Profit and Loss Management Not attended Not attended
Limited Statement, Balance Sheet,
Report of the Directors
and Auditors.
Declare dividend. Management Not attended Not attended
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
SH Kahn.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
DJ Rao.
9
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Bajaj Auto 6124142 07/26/03 Pune Appoint auditors for 1 Management Not attended Not attended
Limited (Cont.) year term under fixed
remuneration.
Appoint N Chandra as Management Not attended Not attended
Director of the company.
Appoint N Pamnani as Management Not attended Not attended
Director of the company.
Reappoint DS Mehta as Management Not attended Not attended
whole-time Director for a
5 year term.
Amend Articles of Management Not attended Not attended
Association.
Delisting from the Delhi Management Not attended Not attended
Stock Exchange.
Keysoram 6100658 07/28/03 Kolkata Accept Profit and Loss Management Not attended Not attended
Textiles Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
Shri Surendra Kumar Birla.
Appoint auditors for 1 Management Not attended Not attended
year term under fixed
remuneration.
Allow Directors to borrow Management Not attended Not attended
from the business for the
business of the Company.
Mahindra & 6100186 07/28/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Mahindra Statement, Balance sheet
Limited Report of the Directors
and Auditors.
Declare a final dividend Management Not attended Not attended
on equity.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
Deepak S. Parekh.
10
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Mahindra & 6100186 07/28/03 Mumbai Appoint (or reappoint) a Management Not attended Not attended
Mahindra Director in place of Mr.
Limited Naranyan Vaghul.
(Cont.)
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
K. J. Davasia.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
A.K. Nanda.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
Bharat Doshi.
Appoint auditors for one Management Not attended Not attended
year term under fixed
remuneration.
Amend Clause 3 of the Management Not attended Not attended
Memorandum of Association
of the Company.
Approve commencement of Management Not attended Not attended
new business as provided
in sub-clauses of Clause 3
of the Memorandum of
Association of the
company.
Change the registrar of Management Not attended Not attended
the company, thus having
all records kept with new
registrar.
De-list ordinary shares of Management Not attended Not attended
the company from the
following stock exchanges:
Delhi Stock Exchange
Association, at
Hindustan 6261674 07/29/03 Mumbai Transfer of Edible Oils Management Not attended Not attended
Lever and Fats Undertaking of
Limited the company engaged in the
business of manufacture
and sale of Vanaspati,
refined oils, bakery fats,
etc. to Bunge Agribusiness
India Pvt. Limited or any
other associate or
affiliate of Bunge Group.
Bank of Baroda 6099778 07/29/03 Vadodara Approve the balance sheet, Management Not attended Not attended
profit and loss account,
report of directors and
the auditors' report.
11
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Bank of Baroda 6099778 07/29/03 Vadodara To consider the return of Management Not attended Not attended
(Cont.) capital of up to Rs 91.90
by reducing paid up
capital of the bank.
Hindalco Industries 61001420 07/31/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Limited Statement, Balance Sheet,
Report of the Directors
and Auditors.
Declare a final dividend Management Not attended Not attended
on equity.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Shri
T.K. Sethi.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Smt.
Rajashree Birla.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Shri
C.M. Maniar.
Appoint Shri D. Management Not attended Not attended
Batterchaya as Director
from the position of
Additional Director.
Appoint branch auditors Management Not attended Not attended
for the Company.
Authorize the board to Management Not attended Not attended
mortgage and or charge
properties of the company
in favor of State Bank of
India as Trustees for
Debenture holders.
Give consent of the Management Not attended Not attended
company to the Board for
mortgaging or changing on
such condition with such
ranking for priority as
seen fit and needed.
Consent of the company be Management Not attended Not attended
given to pay revised
remuneration to Shri A. K.
Agarwala and to revise
said remuneration as the
board sees fit.
De-list equity shares of Management Not attended Not attended
the company from Madras,
Delhi and Calcutta.
12
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Thermax 6121433 07/31/03 Pune Accept Profit and Loss Management Not attended Not attended
Limited Statement, Balance Sheet,
Report of the Directors
and Auditors.
Declare a final dividend Management Not attended Not attended
on equity.
Resolve that the vacancy Management Not attended Not attended
of Director by Mr. Vallabh
Bhanshali, not renewing
not be filled by the
company.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
Ravi Ventkatasan.
Appoint auditors and fix Management Not attended Not attended
remuneration.
Appoint Dr. Jaiam Management Not attended Not attended
Varadaraj as Director from
the position of Additional
Director.
Pay a remuneration of Management Not attended Not attended
commission to Directors of
the company for a period
of 5 years.
Authorize existing company Management Not attended Not attended
shares to be reclassified
and reassigned into equity
shares and redeemable
preference shares.
Alter articles of Management Not attended Not attended
Association of the
Company.
More alteration of Management Not attended Not attended
Association of the
Company.
More alteration of Management Not attended Not attended
Association of the
Company.
More alteration of Management Not attended Not attended
Association of the
Company.
13
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Rashtriya 6101101 07/31/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Chemicals & Statement, Balance Sheet,
Fertilizers Limited Report of the Directors
and Auditors.
Fix remuneration of Management Not attended Not attended
auditors.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Shri
US Jha.
Appoint Shri KP Fabian as Management Not attended Not attended
Director of the company.
Appoint Pro Ashok Misra as Management Not attended Not attended
Director of the company.
Appoint Dr. H Santhanam as Management Not attended Not attended
Director of the company.
Appoint Sanjay Kaushik as Management Not attended Not attended
Director of the company.
Appoint M Sundararaman as Management Not attended Not attended
Director of the company.
Appoint Lt Gen (Ret) MS Management Not attended Not attended
Bhullar as Director of the
company.
Amend Articles of Management Not attended Not attended
Association.
De-list from Calcutta, Management Not attended Not attended
Delhi and Madras Stock
exchanges.
Hero Honda 6327327 08/01/03 Delhi Accept Profit and Loss Management Not attended Not attended
Motors Limited Statement, Balance Sheet,
Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
Mr. N.N. Vohra.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
Mr. Pradeep Dinodia.
14
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Hero Honda 6327327 08/01/03 Delhi Appoint (or reappoint) a Management Not attended Not attended
Motors Limited Director in place of Mr.
(Cont.) V.P. Malik.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
Brijmohan Lall Mungal.
Appoint Chartered Management Not attended Not attended
accountants for 1 year
term under fixed
remuneration.
Appointment of Mr. Management Not attended Not attended
Yukihiro shima as Director
and Whole-Term Director.
Get the securities of the Management Not attended Not attended
company delisted from the
stock exchanges in Delhi,
Calcutta, Ludhiana, and
Ahmedated.
Increase salaries of Management Not attended Not attended
Executive Directors for
the remaining period of
their respective tenure.
Grasim 6099927 08/02/03 Madhya Accept Profit and Loss Management Not attended Not attended
Industries Pradesh Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
Appoint (or reappoint) a Management Not attended Not attended
Director in Place of Mr.
Rajeshree Birla.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
M.C. Bagrodia.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
R.C. Bhargava.
Appoint Chartered auditors Management Not attended Not attended
for 1 year term under
fixed remuneration.
Appoint Chartered Management Not attended Not attended
accountants for 1 year
term under fixed
remuneration.
15
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Grasim 6099927 08/02/03 Madhya Appoint branch auditors Management Not attended Not attended
Industries Pradesh for 1 year term under
Limited fixed remuneration.
(Cont.)
Revise salary for Mr. Management Not attended Not attended
Shailendra K. Jain as per
prior partial
modification.
Give permission for the Management Not attended Not attended
Board to mortgage out
properties in the future.
De-list shares of the
company from all stock
exchanges where they are
listed.
Indian Rayon 6100421 08/1/03 Gujarat Accept Profit and Loss Management Not attended Not attended
& Industries Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr. P
Murari.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
BR Gupta.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
Kumar Birla.
Appoint Chartered auditors Management Not attended Not attended
for 1 year term under
fixed remuneration.
Appointment of branch Management Not attended Not attended
auditors of the Company.
Delisting of share from Management Not attended Not attended
Delhi and Calcutta Stock
Exchange.
Indo Gulf 6100432 08/02/03 Uttar Accept Profit and Loss Management Not attended Not attended
Fertilizers Pradesh Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
16
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Indo Gulf 6100432 08/02/03 Uttar Appoint (or reappoint) a Management Not attended Not attended
Fertilizers Pradesh Director in place of Mr.
Limited Kumar Managalam Birla.
(Cont.)
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
Mr. Rajeshree Birla.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
M.C. Bagrodia.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
D. Bhatterchaya.
Appoint Mr. Sanjiv Nair to Management Not attended Not attended
Director from Associate
Director.
Appoint Mr. V.T. Purswani Management Not attended Not attended
to Director from Associate
Director.
Appoint Mr. V.N. Nadkami Management Not attended Not attended
to Director from Associate
Director.
Appoint Mr. D.C. Gami to Management Not attended Not attended
Director from Associate
Director.
Appoint Mr. A.R. Ghandi to Management Not attended Not attended
Director from Associate
Director.
Appoint Chartered auditors Management Not attended Not attended
for 1 year term under
fixed remuneration.
Appointment and terms of Management Not attended Not attended
new Managing Director, Mr
Bhattacharya.
De-list company shares Management Not attended Not attended
from all Stock exchanges
where they are listed.
Alter wording in Articles Management Not attended Not attended
of Association.
17
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Punjab 6526759 08/04/03 New Delhi Accept Profit and Loss Management Not attended Not attended
National Bank Statement, Balance Sheet,
Report of the Directors
and Auditors.
Return a part of the part Management Not attended Not attended
of the paid up capitol of
the Bank shares of nominal
value as agreed upon by
the Board.
Tata Power 6124335 08/4/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Company Limited Statement, Balance Sheet,
Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
CP Mistry.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
Syamal Gupta.
Appoint Mr. FA Vandrevala Management Not attended Not attended
as Managing Director.
Appoint Mr. PK Kukde as Management Not attended Not attended
Director.
Appoint Mr. PK Kukde as Management Not attended Not attended
Executive Director.
Remuneration to Directors Management Not attended Not attended
Delisting of equity shares Management Not attended Not attended
from Delhi, Pune and
Ahmedabad.
Appoint auditors until the Management Not attended Not attended
conclusion of the next
AGM.
Appointment of branch Management Not attended Not attended
auditors.
18
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Bharat 6099723 08/18/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Petroleum Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Shri
Ashok Sinha.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
S.A. Narayan.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
Dr. B. Mohanty.
Fix the remuneration of Management Not attended Not attended
the Statutory Auditors.
Appoint Shri M.S. Management Not attended Not attended
Srinivasan as Director.
Appoint Shri S. Management Not attended Not attended
Radhakririshnan Director.
Appoint Shri M. Rohatgi as Management Not attended Not attended
Director.
Balaji 6545538 08/21/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Telefilms Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
Jeetendra Kapoor.
Appoint Chartered auditors Management Not attended Not attended
for 1 year term under
fixed remuneration.
Appoint Mr. Dhruv Kaji as Management Not attended Not attended
Director.
Approve increase in Management Not attended Not attended
remuneration for Managing
Director / CEO.
19
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Balaji 6545538 08/21/03 Mumbai Approve increase in Management Not attended Not attended
Telefilms remuneration for Creative
Limited Director.
(Cont.)
Approve payment of Management Not attended Not attended
commission to the Chairman
and payable for .90% of
net profit for next 5
years.
Approve payment of Management Not attended Not attended
commission to all Non
Executive Directors.
Payment shall not exceed
10% of net profits and
shall be divided among
them by the Board for 5
years.
Larsen & 6100164 08/22/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Toubro Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of BP
Deshmukh.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr. S
Rajgopal.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
JP Nayak.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
YM Deosthalee.
Dr. A Armbruster who has Management Not attended Not attended
not sought reappointment,
not be filled in at this
meeting.
Appoint a director in Management Not attended Not attended
place of Mr Kranti Sinha
who was appointed as an
additional Director and
holds office until the
ensuing AGM.
20
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Larsen & 6100164 08/22/03 Mumbai Delisting from Madras, Management Not attended Not attended
Toubro Delhi, Calcutta,
Limited Mangalore, Bangalore,
(Cont.) Pune, and Ahmedabad stock
exchanges.
Board is authorized to Management Not attended Not attended
create, issue, offer and
allot at any time, for the
benefit of such person or
persons who are in the
permanent employment of
the company not exceeding
5% of share capital of the
company.
Reappoint auditors and fix Management Not attended Not attended
remuneration.
Industrial 6099552 08/22/03 Mumbai To discuss and adopt the Management Not attended Not attended
Development Balance Sheet and the
Bank of India Profit and Loss Statement.
To discuss and adopt the Management Not attended Not attended
report on the working of
IDBI for the year ended
3/31/03.
To discuss and adopt the Management Not attended Not attended
Auditors Report.
The discuss and adopt the Management Not attended Not attended
personal Declaration of
dividend for the year.
To elect two directors to Management Not attended Not attended
fill up vacancies caused
by the expiry of term of
Dr K Parikh and
resignation of Dr JJ Irani.
Appoint the auditors. Management Not attended Not attended
Delisting of equity shares Management Not attended Not attended
from the Delhi, Madras and
Calcutta Stock Exchanges.
Dr. Reddy's 6410959 08/25/03 Hyderabad Accept Profit and Loss Management Not attended Not attended
Laboratories Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
21
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Dr. Reddy's 6410959 08/25/03 Hyderabad Appoint (or reappoint) a Management Not attended Not attended
Laboratories Limited Director in place of Dr.
(Cont.) Omkar Goswami.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Dr.
V. Mohna.
Take note of retirement of Management Not attended Not attended
Dr. A. Venkareswarlu as
Director.
Appoint Statutory auditors Management Not attended Not attended
for 1 year term under
fixed remuneration.
De-list company shares Management Not attended Not attended
from all Stock exchanges
where they are listed.
Give The Board approval to Management Not attended Not attended
dispose of Moveable and
immovable properties of
Company's formulations
factory situated in
Thiruvandarkoil,
Mannvipet, and Pondicherry
as the board sees fit.
ETC 6326573 08/22/03 Mumbai Accept Profit and Loss Management For For
Networks Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Declare a dividend on Management For For
equity shares.
Appoint (or reappoint) a Management For For
Director in place of
Mr. Samesh R. Sathe.
Appoint (or reappoint) a Management For For
Director in place of
Mr. Samesh R. Sathe.
Appoint auditors and fix Management For For
remuneration.
Appoint Mr. Surjiit Banga Management For For
as Director from the
position of Additional
Director.
Appoint C.R. Mehta as Management For For
Director from the position
of Additional Director.
22
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
ETC 6326573 08/22/03 Mumbai Amend Articles of Management For For
Networks Limited Association of the
(Cont.) Company.
ICICI Bank 6100368 08/25/03 Vadodra Accept Profit and Loss Management Not attended Not attended
Limited Statement, Balance Sheet,
Report of the Directors
and Auditors.
Declare a dividend on Management Not attended Not attended
preference shares.
Declare a dividend on Management Not attended Not attended
equity shares.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
Samesh R. Sathe.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
Anumpum Puri.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Prof.
Marti G. Subrahmamyam.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Ms.
Kaipona Morpana.
Appoint Statutory auditors Management Not attended Not attended
for 1 year term under
fixed remuneration.
Appoint branch auditors Management Not attended Not attended
for 1 year term under
fixed remuneration.
Appoint Mr. P.C. Ghohs as Management Not attended Not attended
Director.
Appoint Mr. M.K. Sharma as Management Not attended Not attended
Director.
Appoint Ms. Lalita Gupte Management Not attended Not attended
as new joint Managing
Director under new
remuneration.
Delist company shares from Management Not attended Not attended
all Stock exchanges where
they are listed.
23
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Trent 6261878 08/27/03 Mumbai Accept Profit and Loss Management For For
Limited Statement, Balance Sheet,
Report of the Directors
and Auditors.
Declare a dividend on Management For For
equity shares.
Appoint (or reappoint) a Management For For
Director in place of Mrs.
S.N. Tata.
Appoint (or reappoint) a Management For For
Director in place of Mr.
K.N. Suntook.
Increase share amounts by Management For For
creation of unclassified
shares.
Alter articles of Management For For
Association of the
Company.
Appoint auditors and fix Management For For
remuneration.
Sun 6582483 09/01/03 Mumbai Amend 4 articles in the Management For For
Pharmaceuticals articles of Association.
Limited
Bongaigaon 6313939 09/10/03 Assam Accept Profit and Loss Management Not attended Not attended
Refineries & Statement, Balance Sheet,
Petrochemicals Report of the Directors
Limited and Auditors.
Declare a dividend on Management Not attended Not attended
equity shares.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
Shri N.K. Singh.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Shri
P.S. Rao.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Shri
P.K. Atreya.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
Shri P.K. Chakranbony.
24
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Bongaigaon 6313939 09/10/03 Assam Allow Board to donate Management Not attended Not attended
Refineries & money on behalf of the
Petrochemicals company to charities
Limited that are not directly
(Cont.) related to the business
or its employees.
De-list company shares Management Not attended Not attended
from exchanges in Delhi,
Calcutta, and Madras.
Amend the Articles of Management Not attended Not attended
Association of the Company
Jyoti 6135650 09/05/03 Mumbai Accept Profit and Loss Management Not attended Not attended
Structures Statement, Balance Sheet,
Limited Report of the Directors
and Auditors.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of Mr.
S.H. Mirchandani.
Appoint (or reappoint) a Management Not attended Not attended
Director in place of
Mr. K.R. Thakur.
Appoint auditors and fix Management Not attended Not attended
their remuneration.
Appoint Chartered Management Not attended Not attended
accountants for year and
fix remuneration.
Appoint branch auditors Management Not attended Not attended
and fix remuneration.
Appoint Shri S.D. Management Not attended Not attended
Kshirsagar to full term
Director.
Appoint Shri A.J. Khan to Management Not attended Not attended
full term Director.
Appoint Shri G.L. Valecha Management Not attended Not attended
to full term Director.
Accord the Board to offer, Management Not attended Not attended
issue and allot shares up
to 20,000 at face value
for cash.
25
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Jyothi 6135650 09/05/03 Mumbai Delist company shares from Management Not attended Not attended
Structures Limited Delhi and Ahmedabad.
(Cont.)
Matrix 6652416 09/5/03 Secunderabad Receive and approve all Management Not attended Not attended
Laboratories financial statements.
Limited
Declare dividend
Reappoint Mr. M Velagapudi Management Not attended Not attended
as Director who retires by
rotation and offers
himself for reappointment.
Appoint auditors and fix Management Not attended Not attended
their remuneration.
Appoint PV Indiresan as Management Not attended Not attended
Director.
Alteration of Articles of Management Not attended Not attended
Association.
Revison of remuneration Management Not attended Not attended
for N Prakesh.
Revison of remuneration Management Not attended Not attended
for N Prasad.
Revison of remuneration Management Not attended Not attended
for C Satyanahayana.
Revison of remuneration Management Not attended Not attended
for M Ravindar.
Revison of remuneration Management Not attended Not attended
for P Mishoro.
Appointment and revison of Management Not attended Not attended
remuneration for R.
Sunders Rajon.
Appointment and Revison of Management Not attended Not attended
remuneration for C
Ramakrishna.
Enhancement of borrowing Management Not attended Not attended
powers.
Authorization to mortgage Management Not attended Not attended
properties of the company.
Payment of commission to Management Not attended Not attended
non-executive Directors.
26
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
SB&T 6372576 09/12/03 Mumbai Receive and approve all Management For For
Jewlers financial statements.
Limited
Declare dividend. Management For For
Reappoint Mr. Vivek Management For For
Tharaney as Director.
Reappoint Mr. Nalin Kumar Management For For
Sethi as Director.
Appoint joint statutory Management For For
auditors and fix their
remuneration.
Appoint joint statutory Management For For
auditors and fix their
remuneration.
Appoint Mr. Surenda Kumar Management For For
Sethi as a Joint Managing
Director for 5 years.
Appoint Mr. Vanij Sethi as Management For For
Managing Director for 5
years.
Electrosteel 6314987 09/15/03 Orissa Receive and approve all Management Not attended Not attended
Casting financial statements.
Limited
Declare dividend. Management Not attended Not attended
Reappoint Mr. V.K. Lamba Management Not attended Not attended
as Director.
Reappoint Mr. Binod Management Not attended Not attended
Khaitan as Director.
Appoint auditors and fix Management Not attended Not attended
their remuneration.
Elect Shri Udhav Kejriwal Management Not attended Not attended
as Director from
Additional Director.
Appoint Shri Uddhav Management Not attended Not attended
Kejriwal as Whole Term
Director for 5 years with
fixed remuneration.
27
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Electrosteel 6314987 09/15/03 Orissa Pay sum not exceeding Management Not attended Not attended
Casting 1% annual net profits to
Limited the Directors.
(Cont.)
De-list equity shares from Management Not attended Not attended
local exchanges.
ING Vysya 6140137 09/15/03 Bangalore Receive and approve all Management Not attended Not attended
Bank Limited financial statements.
Reappoint Mr. K. Management Not attended Not attended
Balasubramanian as
Director.
Appoint auditors and fix Management Not attended Not attended
their remuneration.
Approve Mr. Bart Hellemans Management Not attended Not attended
as Whole Term Director to
Managing Director and CEO
for 3 years with fixed
remuneration.
Appoint Mr. K.R. Management Not attended Not attended
Ramamoorthy as Director
from Additional Director.
Elect Mr. K.R.V. Management Not attended Not attended
Subrahmanian as Director.
Elect Mr. Joseph Kestemont Management Not attended Not attended
as Director.
Appoint Mr. Ramsay Management Not attended Not attended
Alexander as Director from
Additional Director.
Appoint Mr. David Wood Management Not attended Not attended
Hudson as Director from
Additional Director.
Appoint Mr. Anand Management Not attended Not attended
Suryadutt Bhatt as
Director from Additional
Director.
Appoint Mr. Ryan Andrew Management Not attended Not attended
Padgett as Director from
Additional Director.
Appoint Mr. Arun Management Not attended Not attended
Thiagarajan as Director
from Additional Director.
28
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
ING Vysya 6140137 09/15/03 Bangalore Appoint Dr. Prakash G Apte Management Not attended Not attended
Bank Limited as Director from
(Cont.) Additional Director.
Delist company shares on Management Not attended Not attended
local exchanges
Flat 6341952 09/16/03 Mumbai Receive and approve all Management For For
Products financial statements.
Equipments
Limited
Declare dividend. Management For For
Reappoint Mr. S. Management For For
Ananthapadmanabhan as
Director.
Reappoint Mr. Durgadas Management For For
Sengupta as Director.
Appoint auditors and fix Management For For
their remuneration.
Appoint Mr. Krishnamurthi Management For For
Tamamirthm as Director
from Additional Director.
Appoint Mr. Narayan Management For For
Sitaram Dater as Director
from Additional Director.
Appoint Shri Tilak Raj Management For For
Metha as Managing Director
for 5 years.
Niko 2639554 09/18/03 Calgary Fix number of Directors to Management For For
Resources be elected at 5.
Limited
(Postal)
Elect nominees to Management For For
Directors as mentioned in
the Management Information
Circular.
Appoint Chartered Management For For
Accountants.
Approve new stock option Management For For
plan of the Company and
amend current stock plan.
29
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Pritish 6417994 09/19/03 Mumbai Receive and approve all Management For For
Nandy financial statements.
Communications
Limited Declare dividend. Management For For
(NOT VOTED IN TIME)
Reappoint Mr. Palayb Management For For
Bhatterchaya as Director.
Appoint auditors and fix Management For For
their remuneration.
Appoint Ms. Rina Pritish Management For For
Nandy as Director and
Executive Producer.
Nicholas 6135746 09/19/03 Mumbai Debiting to the share Management Not attended Not attended
Piramal premium account the
India carrying costs of shares
Limited of Guarat Glass.
Give Board of Directors Management Not attended Not attended
discretionary action to
act upon resolution.
Godfrey 6374803 09/26/03 Mumbai Receive and approve all Management For For
Phillips financial statements.
India
Limited Declare dividend. Management For For
Reappoint Mr. R.A. Shah as Management For For
Director
Reappoint Mr. S.V. Management For For
Shanbhag as Director.
Reappoint Mr. C.M. Maniar Management For For
as Director.
Appoint auditors and fix Management For For
their remuneration.
Approve the terms of Management For For
reappointment and
remuneration for Mr. K.K.
Modi as Managing Director
for 3 years.
30
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Godfrey 6374803 09/26/03 Mumbai De-list equity shares from Management For For
Phillips Limited local exchanges.
(Cont.)
Adjust remuneration paid Management For For
to the Directors.
Hughes 6282868 09/29/03 Delhi Receive and approve all Management Not attended Not attended
Software financial statements.
Systems
Limited Declare dividend. Management Not attended Not attended
Reappoint Mr. Amal Management Not attended Not attended
Ganghuli as Director.
Reappoint Mr. Vijay Other Management Not attended Not attended
as Director.
Reappoint Mr. Jack Shaw as Management Not attended Not attended
Director.
Reappoint Mr. James Management Not attended Not attended
Lucchesse as Director.
Appoint auditors and fix Management Not attended Not attended
their remuneration
De-list equity shares from Management Not attended Not attended
local exchanges.
Approve terms of Management Not attended Not attended
reappointment of Mr Arun
Kumar as President and
Managing Director.
Container 6100982 09/29/03 Delhi Receive and approve all Management Not attended Not attended
Corporation financial statements.
of India
Limited Declare dividend. Management Not attended Not attended
Reappoint Shri P.G. Management Not attended Not attended
Thaygarajan as Director.
Reappoint Shri Rakesh Management Not attended Not attended
Mehrotra as Director.
31
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Container 6100982 09/29/03 Delhi Reappoint Shri S.C. Misra Management Not attended Not attended
Corporation as Director.
of India
Limited (Cont.) Appoint auditors and fix Management Not attended Not attended
their remuneration.
Approve terms and Management Not attended Not attended
remuneration for Shri K.K.
Agarwal as Part Time
Chairman of the company.
Approve terms and Management Not attended Not attended
remuneration for Shri R.K.
Narang as Director of the
company.
Approve terms and Management Not attended Not attended
remuneration for Dr. P. S.
Sama as Director of the
company.
Approve terms and Management Not attended Not attended
remuneration for Dr. D.
Babu Paul as Director of
the company.
Hindustan 6100476 09/24/03 Mumbai Receive and approve all Management For For
Petroleum financial statements.
Limited
Declare dividend. Management For For
Reappoint Shri S. Management For For
Vijayaraghaven as
Director.
Reappoint Dr. B. Mohanty Management For For
as Director.
Reappoint Shri Rajesh V. Management For For
Shah as Director.
Reappoint Shri N.K. Puri Management For For
as Director.
Appoint auditors and fix Management For For
their remuneration.
32
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Hindustan 6100476 09/24/03 Mumbai Appoint Shri M.S. Management For For
Petroleum Srinivasan as Director
Limited from Additional Director.
(Cont.)
Appoint Shri C. Ramula as Management For For
Director from Additional
Director.
Approve of company Management For For
undertaking any activities
in upstream segment of the
energy sector as the board
sees fit.
Bharat 6139715 09/22/03 Bangalore Receive and approve all Management For For
Electronics financial statements.
Limited
Declare dividend. Management For For
Reappoint Mr. V. Ammineedu Management For For
as Director.
Reappoint Mr. S.C, Khanna Management For For
as Director.
Reappoint Mr. Abijit Basu Management For For
as Director.
Reappoint Mr. N. Divicar Management For For
as Director.
Appoint Mrs. Rita Memon as Management For For
Director from Additional
Director
Zee 6188535 09/26/03 Mumbai Receive and approve all Management For For
Telefilms financial statements.
Limited
Declare dividend. Management For For
Reappoint Mr. Nemi Chan Management For For
Jain as Director.
Reappoint Mr. B.K. Syngai Management For For
as Director.
33
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Zee 6188535 09/26/03 Mumbai Appoint auditors and fix Management For For
Limited their remuneration.
(Cont.)
Appoint Mr. Suban Chandra Management For For
as Managing Director.
Reappoint Mr. Satya Pal Management For For
Talwar as Director.
De-list equity shares on Management For For
local exchanges.
Geodesic 6701374 09/26/03 Mumbai Receive and approve all Management For For
Information financial statements.
Systems
Limited Declare dividend. Management For For
Appoint a director in Management For For
place of Pankaj Kumar.
Appoint a director in Management For For
place of Kiran Kulkarni.
Appoint the auditors of Management For For
the company unitl the
conclusion of the next AGM.
Mahesh Murphy appointed as Management For For
director, liable to retire
by rotation.
Shashikan Kelkar appointed Management For For
as director, liable to
retire by rotation.
Kiran Kulkarni Management For For
redesignated as Managing
Director.
Revise the Articles of Management For For
Association.
Indian Oil 6253767 09/29/03 Mumbai Receive and approve all Management For For
Corporation financial statements.
Limited
Declare dividend. Management For For
34
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Indian Oil 6253767 09/29/03 Mumbai Appoint a director in place Management For For
Corporation of SK Barua who retires by
Limited rotation.
(Cont.)
Appoint a director in Management For For
place of SV Nayyar who
retires by rotation.
Appoint a director in Management For For
place of P Sugavanam who
retires by rotation.
Appoint a director in Management For For
place of AM Upienchwan who
retires by rotation.
Appoint a director in Management For For
place of PK Agarwal who
retires by rotation.
Appoint Shri NK Nayyar as Management For For
Director of the
corporation.
Appoint MS Srinivasan as Management For For
Director of the
corporation.
Appoint NR Raje as Management For For
Director of the
corporation.
Appoint SJ Singh as Management For For
Director of the
corporation.
Appoint SP Das as Director Management For For
of the corporation.
Appoint V Ranganathan as Management For For
Director of the
corporation.
Appoint Shri VK Agarwal as Management For For
Director of the
corporation.
Appoint Shri PM Sinha as Management For For
Director of the
corporation.
Delist shares from Delhi, Management For For
Caluctta and Madras
exchanges.
35
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Shyam 6230373 09/27/03 Jaipur Receive and approve all Management Not attended Not attended
Telecom financial statements.
Limited
Appoint a director in Management Not attended Not attended
place of Ajay Khanna who
retires by rotation.
Appoint a director in Management Not attended Not attended
place of Arun Khanna who
retires by rotation.
Appoint a director in Management Not attended Not attended
place of A Garg who
retires by rotation.
Appoint the auditors of Management Not attended Not attended
the company until the
conclusion of the next AGM.
De-list shares from Delhi, Management Not attended Not attended
Caluctta, Saurashtra and
Ahmedabad exchanges.
Approve Rajiv Mehrotra as Management Not attended Not attended
Managing Director.
Oil & Natural 6139362 09/29/03 New Delhi Approve financial statements. Management Not attended Not attended
Gas Corporation
Limited Declare dividend. Management Not attended Not attended
Appoint a director in Management Not attended Not attended
place of Shri JM Mauskar
who retires by rotation
and being eligible, offers
reappointment.
Appoint a director in Management Not attended Not attended
place of Shri RS Sharma
who retires by rotation
and being eligible, offers
reappointment.
Appoint a director in Management Not attended Not attended
place of Shri N Lal who
retires by rotation and
being eligible, offers
reappointment.
Appoint a director in Management Not attended Not attended
place of Shri Atul Chandra
who retires by rotation
and being eligible, offers
reappointment.
36
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Oil & Natural 6139362 09/29/03 New Delhi Appoint a director in Management Not attended Not attended
Gas Corporation place of Shri NK Nayyar
Limited who retires by rotation
(Cont.) and being eligible, offers
reappointment.
Fix remuneration of the Management Not attended Not attended
auditors.
Swaraj 6140074 09/30/03 Punjab Approve financial statements. Management Not attended Not attended
Engines
Limited Declare dividend. Management Not attended Not attended
Appoint a director in Management Not attended Not attended
place of Shri SK Tuteja
who retires by rotation
and being eligible, offers
reappointment.
Appoint a director in Management Not attended Not attended
place of Shri Gautam
Kulkarni who retires by
rotation and being
eligible, offers
reappointment.
Appoint and fix Management Not attended Not attended
remuneration of the
auditors.
De-list shares from Delhi, Management Not attended Not attended
Ludiana and Ahmedabad
exchanges.
Vans 6258643 09/30/03 Mumbai Receive and approve Management For For
Information financial statements.
Limited
Appoint a director in Management For For
place of Clive Wing who
retires by rotation.
Appoint a director in Management For For
place of Dilip Muzumdar
who retires by rotation.
Appoint the auditors of Management For For
the company until the
conclusion of the next
AGM.
Reduce the share premium Management For For
from Rs 1342.8 Lacs to
38.85 Lacs.
37
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Vans 6258643 09/30/03 Mumbai Authorize the company, in Management For For
Information addition to amount already
Limited invested, to invest a sum
(Cont.) not exceeding Rs 175 Lacs
to acquire securities of
indiancookery.com by
subscription, purchase or
otherwise.
Reappoint Shr Anant Management For For
Guwande as Managing
Director for 5 years.
Set remuneration of Management For For
Managing Director.
Bharat 6129523 09/30/03 New Delhi Approve financial statements. Management Not attended Not attended
Heavy
Electricals Declare dividend. Management Not attended Not attended
Limited
Appoint a director in Management Not attended Not attended
place of Shri AC Wadhawan
who retires by rotation
and being eligible, offers
reappointment.
Appoint a director in Management Not attended Not attended
place of Shri Anand Patkar
who retires by rotation.
and being eligible, offers
reappointment.
Appoint a director in Management Not attended Not attended
place of Shri GP Gupta who
retires by rotation and
being eligible, offers
reappointment fix
remuneration of the
auditors.
Shri Ishan Shankar is Management Not attended Not attended
appointed Director of the
company.
Shri A Didar Singh is Management Not attended Not attended
appointed Director of the
company.
Sun 6582483 09/30/03 Vadodara Approve financial statements. Management Not attended Not attended
Pharmaceuticals
Limited Declare a dividend on Management Not attended Not attended
preference shares.
Appoint a director in Management Not attended Not attended
place of Dilip Shanghvi
who retires by rotation
and being eligible, offers
reappointment.
38
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Sun 6582483 09/30/03 Vadodara Appoint a director in Management Not attended Not attended
Pharmaceuticals place of HS Shah who
Limited retires by rotation and
(Cont.) being eligible, offers
reappointment.
Appoint and fix Management Not attended Not attended
remuneration of the
auditors.
Appoint Mr Keki Mistry as Management Not attended Not attended
Director.
Appoint Mr Sudhir Valia as Management Not attended Not attended
whole-time Director for 5
years.
Appoint Mr Sailesh Desai Management Not attended Not attended
as whole-time Director for
5 years.
De-list shares from Management Not attended Not attended
Vadadora Stock Exchange.
Consent for directors to Management Not attended Not attended
contribute to charitable,
social, benevolent, public
or general or other funds
not directly related to
the business of the
company. May not exceed Rs
50,000 or 5% of avg net
profits.
Gujarat 6100119 10/06/03 Gujarat Receive and approve all Management Not attended Not attended
Ambuja financial statements.
Cements
Limited Declare dividend. Management Not attended Not attended
Reappoint Mr. Suresh Management Not attended Not attended
Neotia as Director.
Reappoint Mr Vinod Neotia Management Not attended Not attended
as Director.
Reappoint M.L. Bhakta as Management Not attended Not attended
Director.
Reappoint Mr. M.T. Patel Management Not attended Not attended
as Director.
Reappoint Mr. Rajendra Management Not attended Not attended
Chitale as Director.
39
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Gujarat 6100119 10/06/03 Gujarat Appoint auditors and fix Management Not attended Not attended
Ambuja their remuneration.
Cements
Limited Appoint accountants and fix Management Not attended Not attended
(Cont.) their remuneration.
Create Stock Option plan Management Not attended Not attended
for employees.
Give company discretion to Management Not attended Not attended
include previous and
subsidiary employees in
Stock plan.
Approve reappointment and Management Not attended Not attended
terms for Mr. Narotam
Sekhsaria as Managing
Director.
Delist equity shares from Management Not attended Not attended
local exchanges.
Pfizer 6124960 10/24/03 Mumbai Receive and approve all Management For For
Limited financial statements.
Reappoint Mr. R.A. Shah as Management For For
Director.
Appoint auditors and fix Management For For
their remuneration.
Decrease the sitting Management For For
strength of the company
from 11 to 6 to take
effect immediately.
Make a partial Management For For
modification to the
resolution involving
remuneration for Managing
Director as advised.
Approve appointment and Management For For
terms of Mr. Kewal Handa
to Executive Director.
from 10/2002 to 02/2003.
Approve appointment and Management For For
terms of Mr. Kewal Handa
to Executive Director.
from 02/2003 onward.
40
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Praj Industries 6100915 11/28/03 Pune Receive and adopt Balance Management Not attended
Limited Sheet as of 31st March,
2003 and Profit and Loss
Account on that date.
To appoint a director in Management Not attended
place of Mr. Berjis Desai,
he being also eligible for
reappointment.
To appoint auditors and Management Not attended
fix their remuneration.
Appointment of Mr. Management Not attended
Sivaramakrishnan S. Iyer
as director.
To de-list company shares Management Not attended
from Pune Stock Exchange
and Ahmedabad Stock
Exchange.
Approve commission payment Management Not attended
to directors, who are
neither in the wholetime
employment nor the
managing director.
To authorize Board of Management Not attended
directors to borrow money
from banks, institutions,
or persons up to Rs. 50
Crores.
Lupin 6143761 12/05/03 Mumbai To appoint Dr. K. K. Management For For
Limited Sharma as Managing
Director of company for 5
years from Sept 29, 2003
and to fix his
remuneration.
To increase salary of Dr. Management For For
D B Gupta, Chairman, from
Rs. 300,000 per month to
Rs. 525,000 per month.
To amend Articles of Management Abstain Abstain
Association.
To permit foreign Management For For
institutional investment
up to 33% of paid up
equity share capital of
Co.
41
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Lupin 6143761 12/05/03 Mumbai To approve terms and Management For For
Limited conditions of employees Stock
(Cont.) Options Plan for eligible
employees.
To de-list the shares of Management For For
company from the Stock
Exchanges at Ahmedabad,
Delhi, Jaipur, and
Kolkata.
Geodesic 6701374 12/05/03 Mumbai To increase authorized Management For For
Information capital of company from
Systems Rs. 10 crores to Rs. 20
Limited crores and to amend
company's Articles and
Memorandum of Association
to reflect this and to
authorize board to execute
necessary documents.
To approve issue of 149000 Management For For
warrants to Girvan
Holdings, LLC which are
convertible into fully
paid equity shares, on one
equity share for one
warrant basis within
period of 18 months at a
price of Rs. 218 per
warrant.
To amend Articles 77 and Management Abstain
105 of Articles of
Association of company.
Tata 6101167 12/15/03 Mumbai Receive and adopt Balance Management For For
Chemicals Sheet as of 31st March
Limited 2003 and Profit and Loss
Account, together with
reports of the Board of
Directors and Auditors.
To confirm payment of Management For For
Interim dividend.
To appoint a director in Management For For
place of Mr R N Tata, who
retires by rotation and is
eligible for reappointment.
To appoint a director in Management For For
place of Mr Keshub
Management Mahindra, who
retires by rotation and is
eligible for reappointment.
42
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Tata 6101167 12/15/03 Mumbai To appoint a director in Management For For
Chemicals place of Mr D M Ghia, who
Limited retires by rotation and is
(Cont.) eligible for reappointment.
Reappointment of auditors Management For For
up to the conclusion of
the next AGM.
Payment and distribution Management Abstain
of a sum not exceeding
one percent per annum of
the net profits of the
company calculated in
accordance with the
provisions of the
Companies Act of 1956, by
way of commission to and
amongst the directors of
the company, who are
neither in the the
whole-time employment of
the company nor managing
/executive directors / in
such amounts of
proportions and in such a
manner and in all respects
as may be determined by
the board of directors
from time to time.
Omax 6659075 12/26/03 Haryana Receive and adopt Balance Management Not attended
Autos Sheet as of 31st March,
Limited 2003 and Profit and Loss
Account, together with
Reports of the Board of
Directors and Auditors.
To declare a dividend for Management Not attended
the year.
To appoint a director in Management Not attended
place of Dr Ramesh C.
Vaish, who retires by
rotation and is eligible
for re-appointment.
To appoint a director in Management Not attended
place of Sh. Sali
Bhandari, who retires by
rotation and is eligible
for reappointment.
To appoint auditors from Management Not attended
the conclusion of this
Annual General Meeting
till the conclusion of the
next Annual General
meeting and to fix their
remunerations.
43
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Omax 6659075 12/26/03 Haryana Mr Atul Raheja, who was Management Not attended
Autos Limited appointed as an additional
(Cont.) director of the company
during the year and whose
term of office will expire
be and is hereby appointed
as director of the company
and be liable to retire by
rotation.
Authorize the board on Management Not attended
behalf of the company to
create, offer, issue and
allot to or for the
benefit of such person or
persons as are in the
pertinent employment and
the directors (including
whole time directors) of
the company from time to
time 2,000,000 options in
the aggregate under the
employee stock option
scheme of the company,
each option shall be
exercisable for one equity
share of Rs. 10 each fully
paid up of the company on
payment of such price.
Authorize on behalf of the Management Not attended
company to offer, issue
and allot on rights basis,
such number of equity
shares of Rs. 10 each up
to a value of Rs. 25
Crores and to issue and
allot shares in the event
of over subscription as
may be permitted by the
concerned authorities and
in accordance with law,
out of the unissued share
capital of the company, at
any price that is not in
excess of Rs 90 per share
to the existing equity
shareholders of the
company and such rights
issues shall be made on
such date as determined by
the Board of Directors.
Approve sitting fees up to Management Not attended
a maximum of Rs 20,000 to
be paid for attending each
meeting of the company to
every non-executive
director of the company on
or after October 1, 2003.
44
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Sterlite 6289494 01/20/04 Aurangabad Approve the company to Management Not attended Not attended
Industries acquire equity shares or
(India) other securities in Bharat
Limited Aluminium Co. up to an
amount not exceeding Rs
1200 crores.
Approve the Vendanta Management Not attended Not attended
Resources Long Term
Incentive Plan as amended
by the India Sub Plan.
Change the authorized Management Not attended Not attended
share capital in
the Company from 8mn equity
shares at Rs 5 to 12 mn
equity shares at Rs 5.
Alter the Articles of Management Not attended Not attended
Association.
Bonus issue of 1 share of Management Not attended Not attended
Rs 5 for 1 share of Rs 5.
Siemens 6099659 01/21/04 Mumbai Receive and adopt Balance Management For For
Limited Sheet as of 30st
September, 2003 and Profit
and Loss account on that
date.
Confirm 35% dividend on Management For For
equity shares.
Declare a final dividend Management For For
on equity shares.
To appoint a director in Management For For
place of Mr. H Singh, he
being also eligible for
reappointment.
To appoint a director in Management For For
place of Mr. H Gelis, he
being also eligible for
reappointment.
To appoint a director in Management For For
place of Mr. NJ Jhaveri,
he being also eligible for
reappointment.
To appoint auditors and Management For For
fix their remuneration.
45
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Siemens 6099659 01/21/04 Mumbai Reappointment of M Singh Management Abstain Abstain
Limited and payment of remuneration
(Cont.) to him.
Reappointment of OP Narula Management Abstain Abstain
and payment of
remuneration to him.
Appointment of Mr Deepak S Management For For
Parekh as a director.
Voluntary Delisting from Management For For
Delhi, Calcutta and Madras
Stock Exchange.
Matrix 6652416 01/28/04 Hyderabad/ Authorize to allow foreign Management Not attended Not attended
Laboratories Secunderabad investment by FIIs that
Limited shall not exceed 49%.
Issuing 1,125,000 equity Management Not attended Not attended
shares of Rs 10 to each
Newbridge Capital and
Temasek Holdings Limited
aggregating in equity
shares not exceeding
2,250,000 at Rs 10 each at
a price of Rs 1500/share.
Monnet Ispat 6327372 01/27/04 Raipur Issue, offer and allot Management Not attended Not attended
Limited 3,527,373 equity shares of
Rs 10/- each at a premium
of Rs. 90 per share to CVC
international (a division
of Citigroup Global
Investments).
Approve an amendment to Management Not attended Not attended
the Articles of
Association by way of
special resolution.
Praj Industries 6100915 02/11/04 Pune Approve an alteration in Management Not attended Not attended
Limited the Articles of
Association of the company
to enable the Company to
be involved with
bio-products to develop,
sell, licence and export
technology designs.
46
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Larsen & 6100164 02/3/04 Mumbai Approve the scheme of Management For For
Toubro arrangement between Ultra
Limited Tech Cem Co. and their
respective shareholders
and creditors and Grasim
Industries.
Reduction in the share Management For For
capital by Rs
2,238,656,318 by reducing
the face value of equity
shares from Rs 10 to Rs 1
per share.
Mercator 6351371 02/14/04 Mumbai Alteration of the articles Management For For
Lines of association to enable
Limited company to issue warrants
or other instruments.
Be accorded for foreign Management For For
institutional investment
in the equity share
capital or any other
securities of the company,
by foreign direct
investment, purchase or
acquisition from the
market under portfolio
investment or any other
scheme shall not exceed
40% of total paid-up
value.
Accord the board to offer, Management Abstain Abstain
issue and allot in one or
more lots (not exceeding
5% of paid up capital of
company) to promoters of
the Company on private
placement or preferential
basis, not exceeding
820,000 shares at face
value of Rs 10/- each with
a premium but not less
than Rs 275/- per share.
Authorize the board to Management Abstain Abstain
offer, issue and allot in
one or more lots on a
private placement or
preferential basis to
promoters, basis to
promoters, not exceeding
270,000 warrants carrying
an option to subscribe to
equivalent number of
equity shares on a future
date, not exceeding 18
months from the date of
issue of such warrants.
47
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Teledata 6722018 02/10/04 Chennai Increase share capital Management Not attended Not attended
Informatics from 30mn share at Rs 10/-
Limited per share to 50mn shares
at Rs 10/- per share.
Amend Capital Clause of Management Not attended Not attended
Memorandum of Association
reflect change in share
capital.
Amend Articles of Management Not attended Not attended
Association to reflect
change in share capital.
To consider issuing ADRs, Management Not attended Not attended
GDRs, ECBs, FCCBs or SPN
not exceeding $50mn with a
green shoe option of 15%.
Increase FII limit in the Management Not attended Not attended
paid up capital of the
company to a max of 100%.
Ashok 6141679 02/28/04 Chennai Issue through a public Management Not attended Not attended
Leyland issue or private placement
Limited equity shares in the form
of GDRs or securities
convertible into equity
shares total amount raised
should not exceed $100mn.
Preferential allotment to Management Not attended Not attended
promoters' LRLIK Limited
as to enable them to
maintain their percentage
of equity holding at
present levels held in the
company.
Reduce the face value of Management Not attended Not attended
shares from Rs 10/- per
share to Rs 1/- per share.
Amend the Memorandum of Management Not attended Not attended
Association to reflect the
change in par value of
shares.
Amend the Articles of Management Not attended Not attended
Association to reflect the
change in par value of
shares.
Larsen & 6100164 02/25/04 Postal Proposal to sell/dispose Management For For
Toubro Limited (due date) Ballot of the glass container
business undertaking.
48
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
ICICI 6100368 03/12/04 Vadodara Authorize the board to Management Not attended Not attended
Bank create, issue, offer and
Limited allot shares in the course
of one or more offerings,
equity share or securities
convertible into equity
shares up to 10% of the
paid up capital of the
Bank.
Remuneration of Directors. Management Not attended Not attended
GlaxoSmithKline 6117982 03/10/04 Mumbai Receive and approve Management For For
Pharmaceuticals financial statements.
Limited
Declare a dividend on Management For For
equity shares.
Appoint a director in Management For For
place of SJ Scarff who
retires by rotation and
being eligible offers
reappointment.
Appoint a director in Management For For
place of MB Kapadia who
retires by rotation and
being eligible offers
reappointment.
Appoint a director in Management For For
place of a Banerjee who
retires by rotation and
being eligible offers
reappointment.
Appoint the auditors of Management For For
the company until the
conclusion of the next
AGM.
Appoint PV Nayak as Management For For
Director.
Appointment of A Banderjee Management For For
as a whole- time director
for a period of 5 years.
Matrix 6652416 03/26/04 Hyderabad Approve the board to Management Not attended Not attended
Laboratories offer, issue, allot and
Limited deliver on a private
placement or preferential
basis up to 2,250,000
shares of face value Rs
10/- each to India
Newbridge Investments
Limited and Maxwell Pte
Limited, an investment
vehicle of Temasek
Holdings at a price of Rs
1500/- per share.
49
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Tata Motors 6101509 04/8/04 Mumbai Approve the board to Management Abstain Abstain
Limited offer, issue, allot and
deliver on a private
placement or preferential
basis, securities, secured
or unsecured, not
exceeding Rs 2250 crores
or equivalent to US$
500mn.
ABB Limited 6124540 04/27/04 Postal Sale of control valve Management Abstain Abstain
Ballot business.
Wockhardt 6231600 04/22/04 Mumbai Receive and approve Management For For
Limited financial statements.
Declare a dividend on Management For For
equity shares.
Appoint a director in Management For For
place of Mr Bharat Patel
who retires by rotation
and being eligible offers
reappointment.
Appoint a director in Management For For
place of Aman Mahta who
retires by rotation and
being eligible offers
reappointment.
Appoint the auditors of Management For For
the company until the
conclusion of the next AGM.
De-list shares from Management For For
Ahmedabad Stock Exchange.
Change par value of shares Management For For
from 6mn shares at Rs 10/-
to 12mn shares at Rs 5/-
each.
Amend Articles of Management For For
Association to reflect the
change in par value of
shares.
The board, may up to 50% Management Abstain Abstain
of the paid up capital,
capitalize out of the
capital redemption reserve
of the company and
appropriate to members of
the company in proportion
to their held equity
shares.
50
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Mahindra & 6100186 04/29/04 Mumbai Authorize the board to Management For For
Mahindra Limited issue/allot shares up to
US $100mn.
Pfizer 6124960 04/29/04 Mumbai Receive and approve Management For For
Limited financial statements.
Declare a dividend on Management For For
equity shares.
Appoint a director in Management For For
place of Mr Pradip Shah
who retires by rotation
and being eligible offers
reappointment.
Appoint the auditors of Management For For
the company until the
conclusion of the next
AGM.
Authorize that the Management For For
Register of Member, Index
copies of all annual
returns be kept at office
of Tata Consultancy
Services.
Fix remuneration of Management For For
non-executive Directors.
ABB Limited 6124540 04/27/04 Bangalore Receive and approve Management For For
financial statements.
Declare a dividend on Management For For
equity shares.
Appoint a director in Management For For
place of Mr Peter Smits
who retires by rotation
and being eligible offers
re-appointment.
Appoint a director in Management For For
place of Mr Nasswe Munjee
who retires by rotation
and being eligible offers
reappointment.
Appoint the auditors of Management For For
the company until the
conclusion of the next AGM.
51
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
ABB Limited 6124540 04/27/04 Bangalore Appoint Mr RN Bhardwaj as Management For For
(POSTAL) director due to the demise
of Mr. A Ramamurthy.
Authorize sale of Management For For
company's control valve
business for no less than
Rs 85mn.
Sun 6582483 05/06/04 Mumbai Subject to all regulatory Management For For
Pharmaceutical approvals, to authorize
Limited the Board of Directors to
issue convertible bonds or
equity shares or foreign
currency convertible bonds
or global depository
receipts or American
depository receipts or
financial derivatives or
any combination of above
for an aggregate amount
not exceeding USD 350
million.
To authorize the board to Management Against Against
borrow from time to time
the sums of monies exceed
the aggregate paid up
capital of company but not
exceeding Rs.30,000
million.
To authorize the board to Management Against Against
make investments in
securities of other
corporate bodies in excess
of 60% of paid up capital
and free reserves or 100%
of free reserves,
whichever is more, up to
maximum of Rs.25,750
million.
Subject to all regulatory Management For For
approvals, To approve the
scheme of amalgamation/
Merger of Hindustan
Antibiotics Limited.
Subject to all regulatory Management For For
approvals, to authorize
the board to issue one
equity share of Rs.5
each of the company to
the shareholders of HAL
in exchange of all
shares held by them in
HAL in proportion to
be decided by Board of
Industrial and financial
Reconstruction/National
Company Law Tribunal.
52
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
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Sun
Pharmaceutical 6582483 05/06/04 Mumbai To appoint Mr. Ashwin Dani Management For For
Limited (Cont.) as director of the
company.
Bharti 6442327 05/08/04 New Delhi Raising of funds through Management Not attended
Tele-Ventures Limited issue of Foreign Currency
Convertible Bonds.
To invest in equity shares
of Hexacom India Limited.
To issue convertible
securities of the Company
to the existing
shareholders of Hexacom
India Limited.
Welspun India 6948104 04/30/04 Valsad To authorize the board to Management Not attended
India Limited issue and allot equity
shares and warrants
carrying option to
subscribe for equity
shares at a later date
as per suggested scheme.
To authorize to secure
loan of the sum not
exceeding Rs.1000 crores.
To authorize the board to
make borrowals in excess
of Paid up capital and
free reserves up to maximum
of Rs.1000 crores.
To delist the shares of
company from Ammedabad
stock exchange and The
Delhi Stock Exchange
Association.
Matrix 6652416 05/15/04 Secunderabad Issue further equity Management Not attended
Laboratoires Limited shares on a preferential
basis up to 1,125,000
shares to India Newbridge
Limited up to 1,125,000
shares to Maxwell Limited.
Amend the Articles of Management Not attended
Association of the
Company.
53
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
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Mphasis 6151593 05/12/04 Bangalore Increase the authorized Management Not attended
BFL Limited share capital of the
company.
Approve allotment of
shares partly for
consideration towards
acquisition by the company
of the minority interest
of Msource Corp. USA.
Issue under an employee
stock option plan 593,126
equity shares to the
option holders of MsourcE
Corp.
Equity share holding of an
FII not to exceed 10%.
Company will contribute a
corpus of Rs 70mn into a
pension fund/plan from
which Chairman and
Managing Director
Authorize issue of ADRs or
GDRs.
Issue under an employee
stock option plan
1,169,389 equity shares to
the option holders of
Kshema Technologies.
Issuance of bonus shares
of Rs 10/- each to holders
of existing equity shares.
HDFC Bank 6100131 05/26/04 Mumbai Receive and approve Management For For
Limited financial statements.
Declare dividend. Management For For
To reappoint Dr VR Gadwal Management For For
as director.
To reappoint Renu Kamad as Management For For
director.
Appoint the auditors of Management For For
the company until the
conclusion of the next AGM.
Appoint Bobby Parikh as Management For For
Director of the Bank.
54
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
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HDFC Bank 6100131 05/26/04 Mumbai Appoint Ranjan Kapur as Management For For
Limited Director of the Bank.
(Cont.)
Reappoint Jagdish Capoor Management For For
as part-time Chairman of
the Bank.
Reappointment of Aditya Management For For
Puri as Managing director
of the Bank.
De-list shares from Management For For
Ahmedabad exchange.
Authorize the bank to Management Abstain
borrow in excess of
aggregate of the paid up
capital of the bank and
its free reserves - not
exceeding 5,000 crores
over and above the
aggregate.
GlaxoSmithKline 6117982 06/10/04 Mumbai To approve proposed scheme Management For For
Pharmaceuticals of amalgamation of
Limited Burroughs Wellcome (India)
Limited with
GlaxoSmithKline
Pharmaceuticals Limited.
Infosys 6205122 06/12/04 Bangalore Receive, approve and adopt Management For For
Technologies the Balance Sheet as at 31
Limited MAR 2004 and the Profit
and Loss account as per
the Indian GAAP for the YE
on that date and the
report of the Directors
and the Auditors thereon.
Declare a final dividend Management For For
and a special one-time
dividend.
Re-elect Mr. Deepak M. Management For For
Satwalekar as a Director,
who retires by rotation.
Re-elect Professor Marti Management For For
G. Subrahmanyam as a
Director, who retires by
rotation.
Re-elect Mr. S Management For For
Gopalakrishnan as a
Director, who retires by
rotation.
Re-elect Mr. S. D. Management For For
Shibulal as a Director,
who retires by rotation.
55
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
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Infosys 6205122 06/12/04 Bangalore Re-elect Mr. T. V. Management For For
Technologies Mohandas Pai as a
Limited Director, who retires by
(Cont.) rotation.
Appoint Bharat S. Raut & Management For For
Company, Chartered
Accountants, as the
Auditors of the Company
for the YE 31 MAR 2005, at
a fee to be determined by
the Board of Directors in
consultation with the
Auditors which fee may be
paid on a progressive
billing basis to be agreed
between the Auditors and
the Board of Directors or
such employee of the
Company as approved by the
Board.
Approve, pursuant to the Management For For
applicable provisions of
the Securities and
Exchange Board of India
Delisting of Securities
Guidelines 2003 and
subject to the provisions
of the Companies Act,
1956, Securities Contracts
(Regulation), Act, 1956
and the Rules framed there
under, Listing Agreement
and all other applicable
rules, regulations and
guidelines and subject to
the approval of stock
exchanges where the shares
of the Company are listed
and any other appropriate
authority, institutions or
regulators as may be
necessary and subject to
such conditions and
modifications, if any, as
may be prescribed or
imposed by any authority
while granting such
approvals, permissions and
sanctions, which may be
agreed to by the Board of
Directors oldie Company,
to de-list the equity
shares of the Company from
the Bangalore Stock
Exchange Limited BGSE at
such time as the Board may
decide; and authorize, for
the purpose of giving
effect to this resolution,
the Board or any Committee
thereof on behalf of the
Company to do all such
acts, deeds, matters and
things as it may, in its
absolute discretion, deem
necessary for such purpose
and with power on behalf
of the Company to settle
any
56
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
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------------------------------------------------------------------------------------------------------------------------------------
Infosys 6205122 06/12/04 Bangalore questions, difficulties or
Technologies doubts that may arise in
Limited this regard without
(Cont.) requiring the Board to secure
any further consent or
approval of the Members of
the Company.
Approve to pay and Management For For
distribute, pursuant to
the provisions of Section
309 and other applicable
provisions, if any, of the
Companies Act, 1956, a sum
not exceeding 0.5% per
annum of the net profits
of the Company calculated
in accordance with the
provisions of Sections
198, 349 and 350 of the
Companies Act, 1956,
amongst the Directors of
the Company or some or any
of them other than the
Managing Director and the
Executive Directors in
such amounts or
proportions and in such
manner and in all respects
as may be directed by the
Board of Directors till 31
MAR 2008 and such payments
shall be made out of the
profits of the Company for
each corresponding year.
Approve, pursuant to the Management For For
provisions of Sections
198; 269, 309, 310 and
other applicable
provisions, if any, read
with Schedule XIII of the
Companies Act, 1956,
including any statutory
modifications or
re-enactments thereof,
the revision in the terms
of remuneration payable to
Mr. S. Gopalakrishnan, Mr.
T.V. Mohandas Pai, Mr.
Srinath Batni and Mr. S.D.
Shibulal hereinafter
collectively referred to
as Executive Directors to
the effect that the
Executive Directors shall
be paid with effect from
01 JUL 2003, till the
expiry of their present
term of office,
remuneration by way of
salary, perquisites etc.
57
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
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Infosys 6205122 06/12/04 Bangalore Approve, pursuant to the Management For For
Technologies provisions of Sections
Limited 198, 269, 309, 310 and
(Cont.) other applicable
provisions, if any, read
with Schedule XIII of the
Companies Act, 1956,
including any statutory
modifications or
re-enactments thereof,
for the time being in
force, the revision in the
terms of remuneration
payable to Mr. N.R.
Narayana Murthy, Mr.
Nandan M. Nilekani, Mr. S.
Gopalakrishnan, Mr. K.
Dinesh, Mr. T.V. Mohandas
Pai, Mr. Srinath Batni and
Mr. S.D. Shibulal
hereinafter collectively
referred to as Executive
Directors to the effect
that the Executive
Directors shall be paid
with effect from 01 APR
2004, till the expiry of
their present term of
office, remuneration by
way of salary,
perquisites, etc.
Approve that, in Management For For
accordance with the
provisions of Sections
198, 269, 309 and Schedule
XIII and other applicable
provisions, if any, of the
Companies Act, 1956, Mr.
S. Gopalakrishnan be
reappointed as the Deputy
Managing Director and
Chief Operating Officer
for a further period of 5
years with effect from 17
OCT 2004, on the terms and
conditions as set out in
the draft agreement to be
executed by Mr. S.
Gopalakrishnan, including
the remuneration to be
paid in the event of loss
or inadequacy of profits
in any FY during the
aforesaid period,
submitted to this meeting
and for identification
initialed by the Company
Secretary, with liberty to
the Board of Directors, to
alter, vary and modify the
terms of the said
reappointment/remuneration
including salary,
performance bonus,
allowances and perquisites
in such a manner as may be
agreed to between the
Board of Directors and Mr.
S. Gopalakrishnan within
and in
58
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Infosys 6205122 06/12/04 Bangalore accordance with and
Technologies subject to the limits
Limited prescribed in Schedule
(Cont.) XIII to the Companies Act,
1956, or any amendment or
any statutory modification
thereto and conditions, if
any, as may be stipulated
by the Central Government
and as may be agreed to
accordingly between the
Board of Directors and Mr.
S. Gopalakrishnan; and
that, notwithstanding
anything herein above
stated where in any FY
closing on and after 31
MAR 2005, the Company
incurs a loss or its
profits are inadequate,
the Company shall pay Mr.
S. Gopalakrishnan
remuneration by way of
salary performance bonus
and other allowances not
exceeding a sum of INR
24,00,000 per annum or INR
2,00,000 per month and in
addition thereto the
perquisites not exceeding
the limits specified under
Paragraph 2 of Section 11,
Part II of Schedule XIII
to the Companies Act,
1956, or such other limits
as may be prescribed by
the Government from time
to time as minimum
remuneration.
Approve to increase the Management For For
authorized share capital
of the Company from INR
50,00,00,000 divided into
10,00,00,000 equity shares
of INR 5 each to INR
150,00,00,000 divided into
30,00,00,000 equity shares
of INR 5 each and
consequently the existing
Clause V of the Memorandum
of Association of the
company be altered by
deleting the same and
substituting in place and
instead thereof a new
Clause V.
Amend the Articles of Management Abstain
Association of the Company
by deleting the existing
Article 3 and substituting
in place and instead
thereof a new Article 3.
59
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
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Infosys 6205122 06/12/04 Bangalore Approve that, in Management For For
Technologies accordance with the
Limited relevant provisions of the
(Cont.) Articles of Association of
the Company and
recommendation of the
Board of Directors and
subject to the guide lines
issued by the Securities
and Exchange Board of
India and such approvals
as may be required in this
regard, consent of the
members be and is hereby
accorded to the Board of
Directors of the Company
herein after referred to
as the Board, which
expression shall be deemed
to include a Committee of
Directors duly authorized
in this behalf, for
capitalization of such of
the general reserves of
the Company as may be
considered necessary by
the Board for the purpose
of issue of bonus shares
of INR 5 each, credited as
fully paid up shares to
the holders of the
existing equity shares of
the Company whose names
appear in the Register of
Members on such date as
may be fixed in this
regard, in the proportion
of three equity shares for
every one existing equity
share held by them;
consequent to the issue of
bonus shares, herein
before resolved, in
accordance with the
relevant provisions of the
Articles of Association of
the Company and subject to
any registration statement
to be filed with the
Securities and Exchange
Commission, USA and any
other requirement under
any law, consent of the
shareholders be accorded
to the Board of Directors
of the Company hereinafter
referred to as the Board,
which expression shall be
deemed to include a
Committee of Directors
duly authorized in this
behalf for the purpose of
issue of.
60
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
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Infosys 6205122 06/12/04 Bangalore stock dividend Bonus,
Technologies credited as fully paid up
Limited to the holders of the
(Cont.) existing American
Depository Shares of the
Company whose names appear
on such date as may be
fixed in this regard, in
the proportion of one
American Depository Share
for every one existing
American Depositary Share
held by them; consequent
to the issue of bonus
shares and stock dividend
in respect of the equity
shares and American
Depositary Shares, the
ratio of the equity shares
to American Depositary
Shares be in the
proportion of one American
Depositary Share for every
one equity share; no
allotment letters shall be
issued to the allottees of
the bonus shares and that
the certificates in
respect of bonus shares
shall be completed and
thereafter be dispatched
to the allottees thereof
within the period
prescribed or that may be
prescribed in this behalf,
from time to time, except
in respect of those
allottees who opt for
issue of shares in
dematerialized form; the
issue and allotment of the
said bonus shares to the
extent they relate to
Non-Resident Indians NRIs,
Persons of Indian Origin
PIO / Overseas Corporate
Bodies OCBs and other
foreign investors of the
Company will be subject to
the approval of the
Reserve Bank of India RBI,
as may be necessary; for
the purposes of giving
effect to the bonus issue
of Equity Shares and
American Depository Shares
resolved hereinbefore, the
issuance of equity shares
and / or American
Depository Shares or
instruments or securities
representing the same, the
Board and other designated
Officers of the Company be
authorized on behalf of
the Company to do all such
acts, deeds,
61
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Infosys 6205122 06/12/04 Bangalore matters and things as it
Technologies may at its discretion
Limited deem necessary or desirable
(Cont.) for such purpose, including
without limitation, filing
a registration statement,
if any and other documents
with the Securities and
Exchange Commission, USA
and / or the Securities
and Exchange Board of
India, listing the
additional Equity Shares
and/or American Depository
Shares on the Bangalore
Stock Exchange, the Stock
Exchange, Mumbai, National
Stock Exchange of India
and the NASDAQ National
Market, as the case may
be, amending, if necessary
the relevant sections of
the Agreement entered into
between the Company,
Bankers Trust Company, New
York the Depository to the
Company's ADSs and the
American Depositary
Receipt Holders the
Depositary Agreement in
connection with the
Company's ADS offering and
listing on the NASDAQ and
the entering into of any
depositary arrangements in
regard to any such bonus
as it may in its absolute
discretion deem fit; and
that the Board be
authorized to take all
other steps as may be
necessary to give effect
to the aforesaid
resolution and determine
all other terms and
conditions of the issue of
bonus shares as the Board
may in its absolute
discretion deem fit.
Authorize the Trustees of Management For For
the Infosys Technologies
Employees Welfare Trust
the Trust to form a new
trust for the benefit and
welfare of the employees
and to transfer or in any
other manner convey to
such newly created trust,
the equity shares which
have been returned to the
Trust or are remaining
unutilized with the Trust,
pursuant to the Company's
1994 Employee Stock Offer
Plan or to
62
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
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Infosys 6205122 06/12/04 Limited convey the proceeds from
Technologies any sale of such equity
Bangalore shares to create the
(Cont.) corpus for the trust so
established; and to
determine all other terms
and conditions of the
formation and operation of
the new charitable trust.
Wipro 6206051 06/11/04 Bangalore Receive and approve Management Not attended
Limited financial statements.
Declare a dividend on
equity shares.
Appoint a director in
place of Mr BC Prabhakar
who retires by rotation
and being eligible offers
re-appointment.
Appoint a director in
place of N Vaghul who
retires by rotation and
being eligible offers
re-appointment.
Appoint the auditors of
the company until the
conclusion of the next AGM.
Reappoint Vivek Paul as
whole-time Director
designated as vice
chairman.
Change authorized share
capital of the Company by
issuing 750mn shares.
The change in par value of
shares.
Bonus issue of 2:1 ratio
The board, may up to 50%
of the paid up capital,
capitalize out of the
capital redemption reserve
of the company and
appropriate to members of
the company in proportion
to their held equity
shares.
De-list shares from
Ahmedabad, Cochin, Delhi,
Calcutta and Bangalore
Stock Exchange.
63
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
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Wipro 6206051 06/11/04 Bangalore To issue, allot or offer
Limited shares of stock options
(Cont.) convertible into shares
linked up to 2mn shares of
Rs 2/- each
To issue, allot or offer
shares of restricted stock
units convertible into
shares linked up to 2mn
shares of Rs 2/- each
Corporation 6100993 06/25/04 Mangalore Approve the balance sheet Management Not attended
Bank of the Bank as at 31 MAR
2004, Profit and Loss
Accounts of the Bank for
the YE 31 MAR 2004, the
report of the Board of
Directors on the working
and activities of the Bank
for the period covered by
the accounts and the
Auditors report on the
balance sheet and the
accounts.
Approve the valid
nominations received from
the shareholders of the
Bank and elect one
Director representing the
shareholders of the Bank
other than the Central
Government, in the vacancy
caused by the resignation
of Shri S.B. Mathur,
Chairman of Life Insurance
Corporation of India, to
hold office from the date
of assumption of such
office till 24 JUL 2005,
in terms of Clause 11B of
the Nationalized Banks
Management and
Miscellaneous Provisions
Scheme, 1980 read with the
Banking Regulation Act,
1949, the Banking
Companies Acquisition and
Transfer of Undertakings
Act, 1980 and Corporation
Bank share and meetings
Regulations, 1998.
Ranbaxy 6101071 06/25/04 Punjab Receive, consider and Management Not attended
Laboratories adopt the Profit and Loss
Limited account for the YE 31 DEC
2003 and the balance sheet
as at that date and the
Reports of the Directors
and the Auditors thereon.
Declare a dividend on
equity shares.
64
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
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Ranbaxy 6101071 06/25/04 Punjab Reappoint Mr. Tejendra Khanna
Laboratories as a Director.
Limited
(Cont.) Reappoint Mr. Vivek Bharat
Ram as a Director.
Reappoint Mr. Vivek Mehra
as a Director.
Reappoint M/s. Walker,
Chandiok & Co, as the
Auditors of the Company
until the conclusion of
the next AGM and fix their
remuneration.
Appoint Mr. Gurucharan Das
as a Director of the
Company.
Appoint Mr. Malvinder
Mohan Singh as a Director
of the Company.
Approve to appoint,
pursuant to the Sections
198, 269 and 309 read with
Schedule XIII of the
Companies, Act, 1956 and
other applicable
provisions, Mr. Malvinder
Mohan Singh as
President-Pharmaceuticals
and Whole-time Director of
the Company for a period
of 5 years effective 01
JAN 2004, at a specified
remuneration and authorize
the Board of Directors to
take suchsteps as the
Board may consider
necessary or expedient to
give effect to the
resolution.
Approve that subject to
requisite approvals, the
Directors of the Company
other than the Managing
and Whole-time Directors
may be paid remuneration,
by way of commission
annually for each of the 5
FY of the Company
commencing from 01 JAN
2004 as may be determined
by the Board of Directors
or a Committee thereof
from time to time not
exceeding 1% of the net
profit of the Company in
aggregate for all the
Non-Executive Directors in
a FY as provided under
Section 309(4) of the
Companies Act, 1956 or any
amendment or modification
65
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Ranbaxy 6101071 06/25/04 Punjab thereof and computed in
Laboratories the manner referred to in
Limited Section 198(1) of the
(Cont.) Companies Act, 1956 or an
amendment or modification
thereof and further that
such payment in the above
manner to be in addition
to the fees for attending
meetings of the Board and
Committee(s) thereof which
each such Director may be
entitled to receive under
the Articles of
Association of the Company
and authorize the Board of
Directors to take such
steps as the Board may
consider necessary or
expedient to give effect
to the resolution.
Reliance 6099626 06/24/04 Mumbai Approve and adopt the Management For For
Industries Limited audited Balance Sheet as
at 31 MAR 2004, Profit and
Loss account for the YE on
that date and the reports
of Board of Directors and
the Auditors thereon.
Declare a dividend on
Equity Shares. Re-appoint
Shri M. L. Bhakta as a
Director, who retires by
rotation.
Re-appoint Dr. D.V. Kapur Management For For
as a Director, who retires
by rotation.
Re-appoint Shri M.P. Modi Management For For
as a Director, who retires
by rotation.
Appoint Messrs Chaturvedi Management For For
& Shah, Chartered
Accountants, and Messrs
Rajendra & Co., Chartered
Accountants, the retiring
Auditors of the Company,
as Joint Auditors, who
hold office from the
conclusion of this AGM
until the conclusion of
the next AGM and fix their
remuneration.
66
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Indian 6099585 06/12/04 Vadadora Receive and approve Management Not attended
Petrochemicals financial statements.
Corporation
Limited Declare a dividend on
equity shares.
Appoint a director in
place of Mr SK Nanavaty
who retires by rotation
and being eligible offers
re-appointment.
Appoint a director in
place of SL Bhasin who
retires by rotation and
being eligible offers
re-appointment.
Appoint a director in
place of SS Haribhakti who
retires by rotation and
being eligible offers
re-appointment.
Appoint the auditors of
the company until the
conclusion of the next AGM.
Reappoint DS Sandhu as
Director of the company.
Finolex 6139867 06/15/04 Pune Receive and approve Management Not attended
Industries financial statements.
Limited
Declare a dividend on
equity shares.
Appoint a director in
place of Mr SS Marathe who
retires by rotation and
being eligible offers
re-appointment.
Appoint a director in
place of Prakash Chhabria
who retires by rotation
and being eligible offers
re-appointment.
Appoint a director in
place of JS Arora who
retires by rotation and
being eligible offers
re-appointment.
67
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Finolex 6139867 06/15/04 Pune Appoint the auditors of
Industries the company until the
Limited conclusion of the next AGM.
(Cont.)
Authorize the board to
Mortgage or Charge any
part of immovable or
movable properties of the
company - up to 1000
crores.
Authorize the board to
borrow money up to 1000
crores.
De-list from Delhi,
Bangalore, and Pune Stock
Exchanges.
Vijaya Bank 6701686 06/16/04 Bangalore To discuss and adopt the Management Not attended
audited Profit and Loss
Account and the Balance
Sheet for the financial
year ended March 31 2004.
To discuss and adopt the
report on the board of
directors on the workings
and activities of the
Bank.
To discuss and adopt the
auditors report on the
Balance Sheet and Accounts.
The Jammu & 6142917 06/12/04 Srinagar Receive and approve Management Not attended
Kashmir financial statements.
Bank
Limited Declare a dividend on
equity shares.
Appoint a director in
place of Mr AM Matto who
retires by rotation and
being eligible offers
re-appointment.
Appoint a director in
place of GO Allaqaband who
retires by rotation and
being eligible offers
re-appointment.
Fix remuneration of the
auditors of the company.
Alteration of the
Memorandum of Association.
68
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
The Jammu & 6142917 06/12/04 Srinagar Amendment of the Articles of
Kashmir Bank Association.
Limited (Cont.)
Exemption from Branch
Audit.
Welspun 6948104 06/26/04 Gujarat Approve amendments to the Management Not attended
India Limited articles of association.
Sakthi 6778613 06/24/04 Coimbatore Board is authorized to Management Not attended
Sugars offer, issue Limited and
allot up to 3,641,000
equity shares of face
value of Rs 10/- each at a
premium of Rs 40/- per
share.
Enhance foreign investment
limit to 50% of Paid up
capital of the company.
Reliance 6099626 06/24/04 Mumbai Approve and adopt the Management For For
Industries Limited audited balance sheet as
at 31 MAR 2004, profit and
loss account for the YE on
that date and the reports
of Board of Directors and
the Auditors thereon.
Declare a dividend on Management For For
Equity Shares.
Reappoint Shri M. L. Management For For
Bhakta as a Director, who
retires by rotation.
Reappoint Dr. D.V. Kapur Management For For
as a Director, who retires
by rotation.
Re-appoint Shri M.P. Modi Management For For
as a Director, who retires
by rotation.
Appoint Messrs Chaturvedi Management For For
& Shah, Chartered
Accountants, and Messrs
Rajendra & Co., Chartered
Accountants, the retiring
Auditors of the Company,
as Joint Auditors, who
hold office from the
conclusion of this AGM
until the conclusion of
the next AGM and fix their
remuneration.
69
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Hindustan 6261674 06/29/04 Mumbai Receive and approve Management For For
Lever Limited financial statements.
Declare a dividend on Management For For
equity shares.
Elect directors. Management For For
Reappoint auditors. Management For For
Appoint Arun Adhikari as Management For For
managing Director.
Appoint S Ravindranath as Management For For
managing Director.
Approve board remuneration. Management For For
Approve share option plan. Management For For
Tata Power 6124335 06/29/04 Mumbai To receive, consider and Management For For
Limited adopt the audited Profit
and Loss account for the
year ended 31st March 2004
and the Balance Sheet as
at that date together with
Report of the Directors
and Auditors thereon.
To declare dividend on Management For For
equity shares.
To appoint a director in Management For For
place of Dr. H. S. Vachha
who retires by rotation
and is eligible for
reappointment.
To appoint a director in Management For For
place of Mr. R. N. Tata
who retires by rotation
and is eligible for
reappointment.
Appointment of Mr. R. K. Management For For
Misra as Director.
Appointment of Management For For
Mr. A. J. Engineer as
Director.
70
ISSUER CUSIP MEETING LOCATION SUBJECT PROPOSED BY VOTE VOTE FOR
/ DATE OF OF VOTE MANAGEMENT OR OR AGAINST
SEDOL (MM/DD/YY) MEETING DESCRIPTION SHAREHOLDERS MANAGEMENT
------------------------------------------------------------------------------------------------------------------------------------
Tata Power 6124335 06/29/04 Mumbai To cancel 7,100,000 Management For For
Limited Cumulative Redeemable
(Cont.) Preference shares of
Rs.100 each of the company
and to alter Clause VI of
Memorandum of Association
accordingly. to increase
the equityshare capital of
company from
Rs.2,290,000,000 to
Rs.3,000,000,000 and to
alter Clause VI of
Memorandum of Association
accordingly.
To amend Memorandum of Management For For
Association for above.
To authorize Board of Management For For
Directors to raise
additional amount not
exceeding US $500 million
in the future and to
authorize the board to
determine the form, terms
and timing.
To appoint auditors. Management For For
To appoint branch auditors. Management For For
71
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant The India Fund, Inc.
---------------------------------------------------------------------
By (Signature and Title)* /s/ Bryan McKigney
-------------------------------------------------------
Bryan McKigney, Director, President and Chairman
(Principal Executive Officer)
Date August 16, 2004
----------------------------------------------------------------------------
*Print the name and title of each signing officer under his or her signature.