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EXTRA ORDINARY GENERAL MEETING

2023-03-25

COSMOPOLITAN CLUB

CIN : U92411TN1934NPL000349

Regd. Off : 63, Anna Salai, Chennai - 600 002.

Ph : 044-28584353, 28414356

E-mail : cosmonetcentre@gmail.com; Website : cosmopolitanclubchennai.com

 

NOTICE

Notice is hereby given that an Extra Ordinary General Meeting of the Members of Cosmopolitan Club will be held in pursuance of Article-56 of the Articles of Association on Saturday, the 25th March 2023 at 4.30 p.m. at the Club Premises to transact the following business:

AGENDA

ORDINARY BUSINESS

To consider and, if thought fit to pass with or without modification, the following as ordinary resolutions:

  1. To consider and pass the budget for the financial year 2023-24.

SPECIAL BUSINESS

  1. To consider and to pass with or without modification the amendments to Articles No.4(A)(1), 4(A)(2) and 4(A)(7) of the Memorandum and Articles of Association.

/ By order of the Executive Committee /

 

Chennai - 600002                                                                                                                                                     K. SUNDARESWARAN

Dated: 28.02.2023                                                                                                                                                                President

 

 

Notes:

  1. No member shall be entitled to be represented by a Proxy or Agent at the meeting.
  2. The Club has engaged the services of Central Depository Services (India) Limited ("CDSL") as the Authorized Agency to provide facility for participating in the EGM as well as for remote e-voting facility (i.e. the facility of casting votes by a Member by using an electronic voting system from a place other than the venue of a General Meeting) and e-voting during EGM.

3 CDSL will send communication relating to remote e-voting credentials which inter alia would contain details about User ID and password, separately.

 

PROCEDURE FOR REMOTE E-VOTING

 

Members of the Club can vote on the resolution through ballot process available at the club on the date of Extraordinary General Meeting or they can exercise their vote through Electronic means provided through Central Depository Service Limited.

 

Voting through Electronic Means:

  1. In compliance with the provisions of Section 108 of the Companies Act 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014, the Company is pleased to provide members facility to exercise their right to vote at the Extraordinary General Meeting (EGM) by electronic means and the business may be transacted through remote e-voting services provided by Central Depository Services Limited (CDSL).

II.E-Voting Process

  1. Eligibility to exercise vote through e-voting process:
    1. The voting period begins on 22nd March 2023 (9.00 A.M.) and ends on 24th March 2023 (5.00 P.M). Members whose name appear in the Register of members as on 5.03.2023 only shall be entitled to exercise their vote through e-voting process. The e-voting module shall be disabled for voting after 5.00 pm on 24.03.2023.
    2. The members who have cast their vote by remote e-voting may also attend the Meeting but shall not be entitled to cast their vote manually again.
    3. CDSL will send communication relating to e-voting which inter alia would contain details about User ID and password, separately.

B.Instructions for members voting electronically are as under:

  1. The Members should log on to the e-voting website www.evotingindia.com.
  2. Click on Members.
  3. Enter the User ID.
  4. Next enter the Image Verification as displayed and Click on Login.
  5. Next enter the Password
  6. After entering these details appropriately, click on "SUBMIT" tab.
  7. Click on the EVSN of on which you choose to vote.
  8. On the voting page, you will see "RESOLUTION DESCRIPTION" and against the same the option "YES/NO" for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.
  9. Click on the "RESOLUTIONS FILE LINK" if you wish to view the entire Resolution details.

 

  1. After selecting the resolution you have decided to vote on, click on "SUBMIT". A confirmation box will be displayed. If you wish to confirm your vote, click on "OK", else to change your vote, click on "CANCEL" and accordingly modify your vote.
  2. Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.
  3. You can also take out print of the voting done by you by clicking on "Click here to print" option on the Voting page.
  4. In case you have any queries or issues regarding e-voting, write an email to helpdesk.evoting@cdslindia.com.

III.POST ELECTION PROCESS:

  1. Mr.K SUBHERAMANIAN, Advocate has been appointed as the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner.
  2. The Scrutinizer shall within a period not exceeding three working days from the conclusion of the e-voting period unblock the votes in the presence of at least two witnesses not in the employment of the Company and make a Scrutinizer's Report of the votes cast in favour or against, if any, forthwith to the President of the Club.
  3. The Results shall be declared on or after the EGM of the Company and the resolutions will be deemed to be passed on the date of EGM of the Company subject to the receipt of requisite number of votes in favour of the resolution. The Results declared along with the Scrutinizer's Report shall be placed on the Company's website 'www.cosmoclubchennai.com' and on the website of CDSL immediately after results are declared.

 

/ By order of the Executive Committee /

 

Chennai - 600002                                                                  K. SUNDARESWARAN

Dated: 28.02.2023                                                                                                 President

 

COSMOPOLITAN CLUB ,CHENNAI

BUDGET AT A GLANCE FOR THE YEAR 2023-2024

  1. REVENUE Rs. in Lakhs

 

 

 

S.No

 

 

Particulars

Budget for 2022-23

Estimated Revenue 2022-23

Budget for 2023-24

`

`

`

1

Food & Liquor

959.30

1,197.23

1,217.58

2

Residential Quarters

177.35

254.97

257.39

3

Games & Facilities

86.61

146.73

150.83

4

Golf Annexe

244.84

316.14

348.96

5

Subscriptions and Other recurring charges

442.09

453.81

465.74

6

Minimum Billing and Guest Charges

84.00

114.87

115.07

7

Re-admission Fees and Fee for change of nominee

 

16.00

 

16.20

 

17.00

8

Interest Earnings

93.22

105.46

130.00

9

Miscellaneous Receipts

30.00

33.67

37.00

Total Revenue (a)

2,133.41

2,639.08

2,739.57

B)EXPENDITURE

 

 

 

S.No

 

 

Particulars

 

Budget for 2022-23

Estimated Expenditure 2022-23

 

Budget for 2023-24

`

`

`

10

Food & Liquor

985.18

1,225.44

1,235.52

11

Residential Quarters

138.82

181.72

182.91

12

Games & Facilities

154.91

197.00

199.72

13

Golf Annexe

310.11

343.72

357.01

14

Administrative Overhead

455.85

489.97

553.20

15

Entertainment, Club Functions & Meetings

46.00

54.66

55.70

16

Depreciation

120.00

119.55

120.00

Total Expenditure (b)

2,210.87

2,612.06

2,704.06

Surplus / Deficit (a-b)

(77.46)

27.02

35.51

17

Income Tax Provision

23.46

26.54

32.71

Book Surplus / Deficit

(100.92)

0.48

2.80

 

 

 

DEPARTMENTAL REVENUE AND EXPENDITURE

 

Rs. in Lakhs

 

 

 

 

Particulars

REVENUE

EXPENDITURE

Budget 2022-23

Estimated

Revenue

2022-23

Budget 2023-24

Budget 2022-23

Estimated

Expenditure

2022-23

Budget 2023-24

`

`

`

`

`

`

1. Food & Liquor

  1. Club Kitchens
    1. Vegetarian

 

 

 

181.27

 

 

 

224.06

 

 

 

224.30

 

 

 

178.57

 

 

 

216.06

 

 

 

219.74

ii) Non Vegetarian, Chinese & Tandoori and Continental

 

 

456.48

 

 

610.25

 

 

620.71

 

 

337.33

 

 

449.67

 

 

455.74
  1. Club Facilities
    1. Bar

 

 

192.19

 

 

199.97

 

 

202.86

 

 

177.97

 

 

194.33

 

 

195.78

ii) Banquets

64.21

81.69

85.19

43.60

54.00

55.98

iii) Icecream & Juice

40.59

44.37

46.01

32.47

35.49

36.81

iv) Aerated Water

20.37

21.09

21.69

13.94

12.68

13.23

v) Cigarettes

4.19

4.71

4.82

3.52

4.20

4.21

vi) Service Departments

-

11.09

12.00

197.78

259.01

254.03

Sub Total (a)

959.30

1,197.23

1,217.58

985.18

1,225.44

1,235.52

2. Residental Quarters(b)

177.35

254.97

257.39

138.82

181.72

182.91

3. Golf Annexe (c)

244.84

316.14

348.96

310.11

343.72

357.01
  1. Games & Facilities
    1. Cards

 

 

43.15

 

 

53.23

 

 

51.23

 

 

45.00

 

 

52.89

 

 

54.08

ii) Health Club Complex

19.72

64.93

69.87

54.02

71.33

75.88

iii) Billiards

7.63

9.60

9.75

23.75

28.72

22.98

iv) Tennis

6.29

9.58

10.27

20.57

29.15

30.87

v) Gents Parlor

3.42

3.11

3.33

2.74

2.49

2.66

vi) Library

6.40

6.28

6.38

8.83

12.42

13.25

Sub Total (d)

86.61

146.73

150.83

154.91

197.00

199.72

Grand Total (a+b+c+d)

1,468.10

1,915.07

1,974.76

1,589.02

1,947.88

1,975.16

 

ADMINISTRATIVE OVERHEADS

 

Rs. in Lakhs

 

 

 

Particulars

Budget for 2022-23

Estimated Administrative Overheads 2022-23

Budget for 2023-24

 

  1. Establishment Charges
    1. Salary & Wages

`

`

`

 

172.37

 

161.05

 

173.54

ii. EPF

9.81

9.78

10.60

iii. ESI

2.04

1.63

2.00

iv. Bonus

15.56

13.10

16.46

v. PL, CL, Medical Allowance & Ex-Gratia

5.27

5.51

6.00
  1. Staff Welfare Expenses
    1. Staff Welfare - Expenses

 

6.02

 

11.43

 

12.00

ii. Gratuity provision

52.13

54.88

50.00

iii. Voluntary Retirement Scheme

5.00

3.43

5.00

Sub Total (a)

268.20

260.81

275.60

3. Man Power

18.49

18.31

18.50

4. Power Charges

33.07

45.60

50.15

5. Water Charges

6.42

5.45

6.00

6. Rates, Taxes & Insurance

4.81

7.24

7.50

Sub Total (b)

62.79

76.60

82.15
  1. Repairs & Maintenance
    1. Building

 

36.73

 

52.48

 

85.00

ii. Electrical Electronics and Kitchen Equipments

7.99

6.23

10.00

iii. Annual Maintenance Contract

9.73

7.77

8.00

Sub Total (c)

54.45

66.48

103.00
  1. Other Administrative Over Heads
    1. Audit Fee & Internal Audit Fee

 

6.80

 

6.80

 

6.80

ii. Professional & Consultant Fee

3.22

4.00

4.50

iii. Legal Fee

20.00

31.23

20.00

iv. Printing & Stationery

6.29

5.83

16.40

v. Postage, Franking and courier

4.10

4.31

9.75

vi. Other Administrative Over Heads

30.00

33.91

35.00

Sub Total (d)

70.41

86.08

92.45

Grand Total (a+b+c+d)

455.85

489.97

553.20

 

 

CAPITAL EXPENDITURE

 

(Rs. In Lakhs)

 

 

 

S.No

 

 

Particulars

Budget for 2022-23

Estimated for

2022-23

Budget for 2023-24

`

`

`

1

Main Club Drainage Work

15.00

-

-

2

Laying of Concrete Flooring between Cosmo Residence and Temple

 

10.00

 

-

 

-

3

Computer & Office Equipments

Main Club & Golf Annexe

 

10.00

 

9.97

 

10.00

4

Machinery & Electrical Equipments and Furniture & Fittings

Main Club & Golf Annexe

 

25.00

 

24.25

 

45.00

Total

60.00

34.22

55.00

 

 

CAPITAL RECEIPT (ENTRANCE FEE)

 

Rs. In Lakhs

 

 

S.No.

 

Particulars

Entrance Fee per Member

Budget for 2022-23

Estimated for

2022-23

Budget for 2023-24

`

Nos.

`

Nos.

`

Nos.

`

1

Ordinary Members

10.00

10

100.00

34

340.00

15

225.00

 

 

2

Dependant Members (First Ward)

 

1.25

 

70

 

87.50

 

133

 

166.25

 

150

 

187.50

Dependant Members (Second Ward)

 

1.75

 

20

 

35.00

 

29

 

50.75

 

35

 

61.25

3

Conversion from Service Associate Member to Primary Member

 

5.00

 

-

 

-

 

-

 

-

 

-

 

-

 

 

4

Institutional Members (Two Nominees)

 

16.00

 

-

 

-

 

2

 

32.00

 

-

 

-

Institutional Members (One Nominees)

 

14.00

 

-

 

-

 

-

 

-

 

-

 

-

5

Life Members

14.00

-

-

-

-

-

-

6

Service Members

1.25

-

-

-

-

-

-

7

Spouse Associate Members

0.35

-

-

1

0.35

-

-

8

Travancore Pavillion Lawn Members (TPLM)

 

2.00

 

-

 

-

 

-

 

-

 

-

 

-

Total

100

222.50

199

589.35

200

473.75

 

NOTES ON BUDGET FOR THE YEAR 2023-24

 

  1. The Budget is prepared based on reasonable estimates, applying scientific tools of measurements, adopting accepted principles of budgeting, relying upon actual performances after providing for all known liabilities at this point in time.

 

  1. Results for 2022-23 comprises of actuals operational Results of the first 10 months of the financial year 2022-23 (i.e) -April '22 to January 2023 and estimates for the remaining 2 months based on the actual performances during the month of Jan-23.

 

  1. The Budget proposal is based on the working results during the period of April-22 to Jan-23. The budget has factored impact of the proposals put up in the EGM for their approval.

 

  1. Interest Income and Depreciation have been based on actuals of the year. Miscellaneous Income comprises of Sale of Sundry items like Scrap, Corkage and Display charge.

 

  1. Appropriate consideration has been given to:

 

  1. Additions/Deletions to Memberships, transfers to concession category, for estimation of Subscription & Other Revenues from Members.

 

  1. Perception of the management on the outcome of certain ongoing negotiations.

 

  1. Provision for Income Tax has been made on Interest Income at the rate of Taxation of 22% plus surcharge and cess.

 

  1. GST and VAT collections do not pass through the Income & Expenditure account. The revenue figures are exclusive of taxes.

 

  1. Capital Expenditure is estimated on such projects that the Management perceives as appropriate to be taken up, at this point in time. Cost estimates for such projects are based on expert opinion.

 

PROPOSED AMENDMENT TO ARTICLES OF ASSOCIATION

 

Article No.

Existing

Proposed

Reason for amendment

4(A)(1)

A person complying with all conditions specified under Eligibility for Membership in Article-4 shall be admitted as a Primary Member of the Club and will be required to pay an Entrance Fee of Rs 10,00,000 (Rupees Ten Lakhs only), together with any other payments and applicable taxes.

A person complying with all conditions specified under Eligibility for Membership in Article-4 shall be admitted as a Primary Member of the Club and will be required to pay an Entrance Fee of Rs 15,00,000 (Rupees Fifteen Lakhs only) together with any other payments and applicable taxes.

The last increase was made in the EGM held in 2018. Hence, an increase is suggested on par with the entrance fee charged by other major clubs in Chennai.

4(A)(2)

Sons & Daughters Membership

Sons & Daughters Membership

 

 
  1. A Primary or Life Member can propose his/her son or daughter for admission as a Member provided the proposer has been a member of the club for a period of 8 ( Eight) completed years.
  2. The person proposed as per Article 4(A)(2)(a) above may be admitted as a member of the club only on satisfying the eligibility conditions specified in Article-4 and on remittance of concessional entrance fee of Rs.1,25,000/- (Rupees One lac Twenty-five thousand only) together with any other payments and applicable taxes.
  3. A Primary or Life Member can make a second proposal for admittance of another son/daughter as a member of the Club only after comple- tion of 5 (Five) years from the admission of Membership of the first ward under Article 4(A)(2)(a) above.
  1. A Primary or Life Member can propose his/her son or daughter for admission as a Member provided the proposer has been a member of the club for a period of 8 ( Eight) completed years.
  2. The person proposed as per Article 4(A)(2)(a) above may be admitted as a member of the club only on satisfying the eligibility conditions specified in Article-4 and on remittance of concessional entrance fee of Rs.1,25,000/- (Rupees One lac Twenty five thousand only) together with any other payments and applicable taxes.
  3. A Primary or Life Member can make a second proposal for admittance of another son/daughter as a member of the Club only after completion of 5 (Five) years from the admission of Membership of the first ward under Article 4(A)(2)(a) above.

 

 

 

 

 

Article No.

Existing

Proposed

Reason for amendment

 
  1. The person proposed as per Article 4(A)(2)(c) above may be admitted as a member of the club only on satisfying the eligibility conditions specified in Article-4 and on remittance of concessional entrance fee of Rs.1,75,000/- (Rupees One lac Seventy-five thousand only) together with any other payments and applicable taxes.
  2. A primary or Life Member can only make 2 proposals under this concessional category.
  1. The person proposed as per Article 4(A)(2)(c) above may be admitted as a member of the club only on satisfying the eligibility conditions specified in Article-4 and on remittance of concessional entrance fee of Rs.1,75,000/- (Rupees One lacs Seventy-five thousand only) together with any other payments and applicable taxes.
  2. A primary or Life Member can only make 2 proposals under this concessional category.

 

f) Spouse Associate Membership

The spouse of a Deceased Member is eligible to be admitted as a Member under this category on satisfying the eligibility                      conditions specified in Article-4 except the one specified in clause 4(c) and on remittance of concessional entrance fee of Rs. 35,000/- (Rupees Thirty- five thousand only) together with any other payments and applicable taxes. This category of member will not have voting right.

f) Spouse Associate Membership

The spouse of a Deceased Member is eligible to be admitted as a Member under this category on satisfying the eligibility conditions specified in Article-4 except the one specified in clause 4(c) and on remittance of concessional entrance fee of Rs. 35,000/- (Rupees Thirty-five thousand only) together with any other payments and applicable taxes. This category of member will not have voting right.

 

 

 

 

 

Article No.

Existing

Proposed

Reason for amendment

 
  1. In case of demise of a Member and if the spouse does not aspire for Membership, the spouse may nominate his/her son or daughter to become a Member, Such nominee shall be admitted to Membership of the Club and the conditions specified in Articles No.4(c) and 4(A)(2)(b) shall apply.
  2. In case the spouse of the deceased member is not alive one legal heir nominated by all other legal heirs can be considered for Membership and if there is
  1. In case of demise of a Member and if the spouse does not aspire for Membership, the spouse may nominate his/her son or daughter to become a Member, Such nominee shall be admitted to Membership of the Club and the conditions specified in Articles No.4(c) and 4(A)(2)(b) shall apply.
  2. In case the spouse of the deceased member is not alive one legal heir nominated by all other legal heirs can be considered for Membership and if there is

 

no unanimous nomination for such Membership then, the Membership for one legal heir will be given by lot system. Such nominee shall be admitted to Membership of the Club and the conditions specified in Articles No.4© and 4(A)(2)(b) shall apply.

i) If a nomination is made as per clause (g) or (h) above and if such nominee is not 21 years of age at the time of nomination, such nominee shall exercise the option under clause (g) and (h) above within one year from the date of attaining the age of 21. If the son or daughter is a major, he or she gets two years from the demise of his or her father.

No unanimous nomination for such Membership then, the Membership for one legal heir will be given by lot system. Such nominee shall be admitted to Membership of the Club and the conditions specified in Articles No.4(c) and 4(A)(2)(b) shall apply.

i) If a nomination is made as per clause (g) or (h) above and if such nominee is not 21 years of age at the time of nomination, such nominee shall exercise the option under clause (g) and (h) above within one year from the date of attaining the age of 21. If the son or daughter is a major, he or she gets two years from the demise of his or her father.

 

 

 

 

 

Article No.

Existing

Proposed

Reason for amendment

 
  1. If any Member wants to enroll any of his children as a Member of the cub on surrendering his Member- ship, such member may nominate any of his children. Such nominee shall be admitted to Membership of the Club and the conditions specified in Articles No.4(c) and 4(A)(2)(b) shall apply.
  2. This category of Member- ship shall not undergo the process of ballot.
  1. DELETED.

 

 

 

 

 

 

 

 

 

 

  1. This category of Membership shall not undergo the process of ballot.

The provision for membership admission for 2 Sons / Daughters is already covered under Article No.4(A)(2)(e ). Hence, this article is deleted.

4(A)(7)

Institutionmembership

Institution membership

 

 
  1. Companies, Firms, Banks and Public Sector Corpora- tions can apply for Institution Membership to sponsor its resident executives for Membership of this Club. An Institution can terminate the Membership of its nominee and sponsor any other execu- tive in the vacancy caused.
  2. The entrance fee shall be a lumpsum payment of Rs.14,00,000/- for one nominee per institution together with any other payments and applicable taxes. If an institution wishes to sponsor a set of two nominees for Membership, the entrance

Fee shall be Rs.16,00,000/- per institution together with any other payments and applicable taxes. The conditions specified in Article-4 are applicable to this membership also.
  1. Companies, Firms, Banks and Public Sector Corporations can apply for Institution Membership to sponsor its resident executives for Membership of this Club. An Institution can terminate the Membership of its nominee and sponsor any other execu- tive in the vacancy caused.
  2. The entrance fee shall be a lumpsum payment of Rs.18,00,000/- for one nominee per institution together with any other payments and applicable taxes. If an institution wishes to sponsor a set of

Two nominees for Membership, the entrance fee shall be Rs.20,00,000/- per institution together with any other payments and applicable taxes. The conditions specified in Article-

4 are applicable to this membership also.

In line with the increase suggested for Primary Members, a nominal increase in entrance fee suggested for this category.

 

 

 

 

Article No.

Existing

Proposed

Reason for amendment

 
  1. No further entrance fees will be charged for successor nominees. But the institution will have to pay change of nominee fees as prescribed by the Executive Committee for every change

 

  1. The Membership shall be limited for a period of 20 years. The tenure limitation will apply to the existing Members also. However, the Institutions which were admitted when there was no tenure stipulation, the nominees of such institutions on date alone will be allowed to continue and no further change of nominee will be entertained. Once the existing nominee ceases to be a Member, the Institution Membership will be closed.
  2. The subscription for each nominee shall be the same as for Resident Members under Article-23. Institution sponsoring Members shall be held responsible for the payment of such Members' bills.

 

  1. Institution Members shall not have the right to propose or second any candidate for election, nor to vote on any occasion nor sign any requisition for General Meeting nor be eligible to serve on the Committee.
  1. No further entrance fees will be charged for successor nominees. But the institution will have to pay change of nominee fees as prescribed by the Executive Committee for every change

 

  1. The Membership shall be limited for a period of 20 years. The tenure limitation will apply to the existing Members also. However, the Institutions which were admitted when there was no tenure stipulation, the nominees of such institutions on date alone will be allowed to continue and no further change of nominee will be entertained. Once the existing nominee ceases to be a Member, the Institution Membership will be closed.
  2. The subscription for each nominee shall be the same as for Resident Members under Article-23.    Institution sponsoring Members shall be held responsible for the payment of such Members' bills.

 

  1. Institution Members shall not have the right to propose or second any candidate for election, nor to vote on any occasion nor sign any requisition for General Meeting nor be eligible to serve on the Committee.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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