Sample Template Example of Beautiful Excellent Professional MOM & a Private Company Board Resolution for Increase in Authorized Capital, Amendment of Memorandum of Association, Draft Notice of Extra Ordinary General Meeting ( EGM & AGM) & Vote of Thanks in India in Word / Doc / Pdf Free Download
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MINUTES OF THE MEETING OF THE BOARD OF
DIRECTORS OF SUNDARAM AUTOMOTIVE INDIA PRIVATE LIMITED HELD ON TUESDAY, 22ND
MARCH, 2018 AT ITS REGISTERED OFFICE AT TATA CENTRE, 16, SOUTHERN AVENUE,
KOLKATA – 700001 AT 6.00 P.M.
PRESENT
Mr. Prakash Roy
- Director
Mr. Shiv Shankar Joshi
- Director
Mr. Sumon Paul - Director
Mr. Sanjay Sinha - Director
Mr. Rajesh Prasad Sing
- Director
1. CHAIRMAN OF THE MEETING :
With the unanimous decision of the Board Members present,
Mr. Sanjay Sinha took the Chair.
2. CONFIRMATION OF
MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF THE COMPANY HELD ON 19th DECEMBER, 2017 :
The Minutes of the Meeting of the Board of Directors held
on 23rd December, 2013, draft of which had been circulated to the
Directors, were considered and reviewed and unanimously approved by the Board
Members and signed by the Chairman of the Meeting.
3. INCREASE IN AUTHORISED SHARE CAPITAL AND
AMENDMENT OF MEMORANDUM OF ASSOCIATION
The Chairman suggested the Board that in view of the
financial position it has become necessary to increase the Authorized Share
Capital of the Company from Rs.33,50,000/- (Rupees Thirty Three Lacs Fifty Thousand)
divided into 3,35,000 (Three Lakh Thirty-Five Thousand) Equity Shares of
Rs.10/- each to Rs.59,00,000/- (Rupees Fifty-Nine Lakhs) divided into 5,90,000
(Five Lakhs Ninety Thousand) Equity Shares of Rs.10/- each.
The Chairman also informed that upon increase in authorised
capital of the Company, the Capital Clause of the Memorandum of Association of
the Company would require alteration to that effect by passing of a Special
resolution.
The matter was then discussed at length and the Directors
unanimously decided to incorporate the following Resolution in the Notice of
the ensuing Extraordinary General Meeting for the consideration and approval by
the Shareholders:
Item No. 1
Increase In Authorised
Capital :
As a
Special resolution
“RESOLVED THAT in accordance with and subject to the
provisions of Section 94(1)(a) of the Companies Act, 1956 and all other
applicable provisions, if any, of the Companies Act, 1956 (including any
statutory modification(s) or re-enactment(s) thereof for the time being in
force), the Authorised Capital of the Company be and is hereby increased from
Rs.33,50,000/- (Rupees Thirty Three Lakh Fifty Thousand) divided into 3,35,000
(Three Lac Thirty-Five Thousand) Equity Shares of Rs.10/- each to Rs.59,00,000/-
(Rupees Fifty Nine Lakh) divided into 5,90,000 (Five Lakhs Ninety Thousand) Equity
Shares of Rs.10/- each by creation of additional 215,000 (Two Lac Fifteen Thousand) Equity
Shares of Rs.10/- each.”
Item No. 2
Amendment
of the Capital Clause of the Memorandum of Association
As a special resolution:-
“RESOLVED THAT subject to Section 16 and other applicable provisions, if
any, of the Companies Act, 1956, Clause V of the Memorandum of Association of
the Company be substituted for following:
V. The
Authorised Share Capital of the Company is Rs.59,00,000/- (Rupees Fifty Nine Lakhs)
divided into 5,90,000 (Five Lacs Ninety Thousand) Equity Shares of Rs. 10/-
(Rupees Ten) each.”
“RESOLVED FURTHER
THAT any Director of the
Company be and is hereby authorised to execute and digitally sign and file
necessary returns / forms with Registrar of Companies and other authorities.”
CONSIDERATION AND APPROVAL OF DRAFT NOTICE
CONVENING THE EXTRAORDINARY GENERAL
MEETING
The draft of the Notice convening the Extra Ordinary
General Meeting (EGM) of the Company along with the Explanatory Statement was
then placed on the table for consideration and approval.
The Board after discussion adopted the following
resolution:
“RESOLVED THAT an Extraordinary General Meeting (EGM) of the Company be
convened on Monday, the 15th April, 2011 at 11.15 A.M. at the
Registered Office of the Company at 16, Southern Avenue, Kolkata-700025.”
“RESOLVED FURTHER THAT the notice convening EGM as
placed before the meeting be and is hereby approved.”
“RESOLVED FURTHER THAT Mr. Prakash Roy and
Mr. Shankar Joshi, Director of the Company be and is hereby severally
authorized to take all steps as may be required in this regard.”
5. GENERAL
The Board discussed the financial position and general
affairs of Company.
6. VOTE OF THANKS
There being
no other business to be transacted the meeting terminated with a vote of thanks
to the Chair.
C H A I R M A
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