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IV.
Subscription to clubs, subject to a maximum of two clubs and credit card facility. In case of clubs, no
admission and life membership fee shall be paid;
V.
Personal accident insurance premium;
VI.
Company maintained car with driver, telephones, mobile phones, hand held e-mail devices, computers,
printers, laptops, i-pads, internet/ broadband connections and fax at residence. Use of telephones, mobile
phones, hand held e-mail devices, computers, printers, laptops, i-pads, internet/ broadband connections,
fax and car with driver for official purposes shall not be considered as a perquisite. The valuation of
personal use of car would be as per prevalent Income-tax Rules and personal use of telephone for long
distance calls will be charged on actual basis;
VII.
Mr. Madhur Daga shall be entitled to such other benefits or amounts as may be approved by the Board
and permissible under Schedule V to the Companies Act, 2013 or otherwise;
The following perquisites shall also be allowed and they will not be included in the computation of the ceiling on
perquisites:
i.
Company’s contribution to Provident Fund, Superannuation Fund or Annuity Fund to the extent these
either singly or put together are not taxable under the Income Tax Act, 1961;
ii.
Payment of Gratuity payable at a rate not exceeding half a month’s salary for each completed year of
service; and
ii.
Encashment of leave at the end of the tenure.
The Company shall reimburse traveling, entertainment and other business promotion expenses actually incurred
for the business of the Company.
For the purpose of Gratuity and other benefits, the services of Mr. Madhur Daga will be considered continuous
service with the Company from the date he joined the services of this Company in any capacity including renewal of
his agreement with the Company as Whole Time Director or in any other capacity as may be decided by the Board
of Directors from time to time.
Mr. Madhur Daga shall not be paid any fee for attending meeting(s) of the Board or Committee(s) thereof.
Minimum Remuneration:
Notwithstanding anything herein contained, in case of no profits or inadequate profits in any financial year, the
payment of salary, perquisites and other allowances shall be as aforesaid subject to the limits/ approvals as prescribed
under Section II of Part II of Schedule V to the Act or any other statutory modifications therein, substitutions or reenactment thereof and shall be adjusted accordingly.
The other terms and conditions, as applicable and as set out in the special resolutions dated 27.09.2013 and
30.09.2014 shall remain unchanged.
RESOLVED further that subject to the approval of Central Government, if required, the Board of Directors/ Nomination &
Remuneration Committee be and is hereby authorised to grant further increments and other perquisites may be granted
to Mr. Madhur Daga so as not to exceed the maximum limit for payment of remuneration specified in Schedule V to the
Companies Act, 2013 or any amendments thereto and / or alter and vary the terms and conditions of his appointment
/ remuneration and / or change his designation as may be agreed to between the Board of Directors/ Nomination &
Remuneration Committee and Mr. Madhur Daga in compliance and conformity with the relevant provisions of the Act.”
By order of the Board
For Orient Bell Limited
Place : New Delhi
Dated : 27th February, 2015
Yogesh Mendiratta
Company Secretary & Head- Legal