Friday, July 11, 2008

Draft resolution u/s 293(1)(a)


RESOLVED THAT pursuant to the provisions of Section 293(1)(a), section 192A(2) read with the Companies (Passing of the Resolution by Postal Ballot) Rules 2001 and other applicable provisions, if any of the Companies Act 1956, Memorandum and Articles of Association of the Company and subject to such other approvals and permissions as may be required for the purpose, consent of the Company be and is hereby accorded, including confirmation of actions taken hiterto, to the Board of Directors of the Company (“the Board” which expression shall also include a committee of Directors constituted for this purpose) to transfer, sell and / or otherwise dispose off the ____ plant of the Company situated at _____________ including its leasehold land and all other assets at such price, not less than the net book value of the assets, and on such terms and conditions as may be decided by the Board and with full power given to the Board of Directors to finalise and execute necessary documents including agreements, deeds of assignment / conveyance, any other documents and to do all such acts, deeds, matters and things or delegate any of such powers to persons as may be deemed necessary or expedient in their discretion for
completion of transfer, sale and / or disposal of the said plant

RESOLVED FURTHER THAT the Board is hereby authorised to delegate all or any of the powers herein conferred in such manner as deemed fit and at their discretion to utilise the sale proceeds for the purpose of the business of the Company.”

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