CERTIFIED TRUE COPY OF THE RESOLUTION PASSED BY THE BOARD OF DIRECTORS OF THE COMPANY AT THE MEETING HELD ON 00.00.2014 AT ...................................................... ................. [venue]
Item No.00 Allotment of shares pursuant to conversion of Warrants
“RESOLVED THAT upon conversion of warrants to equity shares, the Board be and is hereby further authorized to allot 00,00,000 equity shares of Rs.00- each to the Promoters and to the group of Promoters [ Mr ............................................ – 00,00,000 shares of Rs.00 each ]:.
“RESOLVED FURTHER THAT the Share Certificates for the shares allotted as aforesaid be issued to the allottees under the signatures of Mr ................................., Managing Director and Mr ..............................., Director and the Common Seal of the Company be affixed on those Share Certificates in their presence and in accordance with the Article of Association of the Company”.
“RESOLVED FURTHER THAT Mr ..................................., Managing Director and / or failing him Mr ..........................................., Director be and is hereby authorized severally to make necessary application, Forms, Corporate Action Forms etc., to the Depositories namely NSDL & CDSL to get the shares admitted with the Depositories and do such corporate action to give effect to the allotment of the shares to members / shareholders in demat form”.
“RESOLVED FURTHER THAT Mr ...................................., Managing Director and /or failing him Mr ................................., Director or ................................ Company Secretary be and are hereby severally authorized to do all such acts, deeds and things as may be necessary for the purpose of issuing new Share Certificates. They are, further, authorized to do all such acts as may be required for getting the shares listed on Bombay Stock Exchange Limited / National Stock Exchange Limited”.
“RESOLVED FURTHER THAT the Company do make an application to the National Securities Depository Limited [NSDL] and the Central Depository Services Limited [CDSL] for admission of the above said equity shares to be allotted on private placement basis”.
“AND RESOLVED FURTHER THAT the Equity Share Certificates so issued shall have the same rights of voting and be treated for all other purposes pari-passu with the existing equity shares of the Company subject to the provisions of the Scheme”.
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