You are the Assistant Company Secretary of GH Ltd. Anirban, Chief Manager (Secretarial & Legal) has advised you to prepare a model board resolution for preparation of annual report in abridged form for mailing to the

Specimen Board Resolution for preparation of annual report in abridged form for mailing to the members- "RESOLVED THAT pursuant to the provisions of Section 136 of the Companies Act, 2013, and Rule 11 of the Companies (Accounts) Rules, 2014, and any other applicable provisions, the consent of the Board be and is hereby accorded to prepare and circulate an abridged form of the Annual Report for the financial year ended March 31, 2025, to all the members of the Company, debenture holders, and all other persons entitled to receive the same. RESOLVED FURTHER THAT the full Annual Report, including the audited financial statements, Board's Report, Auditor's Report, and all other annexures as required under the Companies Act, 2013, shall be made available for inspection at the Registered Office of the Company during business hours, and shall also be placed on the Company's website at [Company Website URL,]. RESOLVED FURTHER THAT Mr. [Name], Chief Manager (Secretarial & Legal), and the Assistant Company Secretary be and are hereby jointly and severally authorized to: a. Finalize the contents, design, and layout of the abridged form of the Annual Report. b. Ensure that the abridged Annual Report includes all information as required by the applicable provisions of the Companies Act, 2013, and rules made thereunder. c. Take all necessary steps to print and dispatch the abridged Annual Report to the members and others entitled to receive it, within the statutory timelines. d. Ensure that the full Annual Report is made available for inspection and placed on the Company's website as stipulated by law. e. Do all such other acts, deeds, and things as may be necessary, proper, or expedient to give effect to this resolution." A company secretary can be removed or dismissed like any other employees of the organization. Since, Rajen is appointed by Board, the Board of directors of a company have absolute discretion to remove a company secretary or to terminate his services at any time for any reason or without any reason. However, principles of natural justice like show cause notice, hearing, reasoned order, compliance with his terms of appointment, etc. must be followed. Hence, a resolution in general meeting - ordinary or special is not required for removal of a company secretary in employment.