Lily Ltd. was merged with Rose Ltd. under a scheme of arrangement. The minutes of the Board meetings and general meetings were handed over to Rose Ltd. Advise the Rose Ltd. on the following proposals: Rose Ltd. proposes

Provisions of Secretarial Standards: Para 8 of Secretarial Standard - 1 (SS-1) (relating to Board Meetings) and Para 18 of Secretarial Standard - 2 (SS-2) (relating to General Meetings) prescribe that where, under a scheme of arrangement, a company has been merged or amalgamated with another company, Minutes of all meetings of the transferor company, as handed over to the transferee company, shall be preserved permanently by the transferee company, notwithstanding that the transferor company might have been dissolved. Advice to Rose Ltd.: Based on the above provisions, Rose Ltd. is required to preserve all minutes of Lily Ltd. **permanently** and not just for the next eight years.