Draft a resolution for creation of security on the properties of the company in favour of the lenders, stating the authority, type of resolution and relevant provisions of the Companies Act, 2013.
CS Professional · Advanced Company Law and Practice · PYQS · December 2019
Draft a resolution for creation of security on the properties of the company in favour of the lenders, stating the authority, type of resolution and relevant provisions of the Companies Act, 2013.
Answer & Explanation:
Authority: Shareholders Type of resolution: Special Resolution "Resolved that pursuant to the provisions of Section 180(I)(a) and other applicable provisions, if any, of the Companies Act, 2013, as amended from time to time and the Articles of Association of the company, consent of the shareholders be and is hereby accorded to the Board of Directors for creation of security in any form or manner on the movable or immovable properties of the company whether tangible, intangible or otherwise both present and future of the whole or substantially the whole of the undertaking(s) of the Company in such form and manner as the Board of Directors may deem fit, in favour of such lenders from time to time, together with interest or further interest thereon, compound interest in the event of default, accumulated interest, liquidated damages, all other charges, expenses and costs payable by the company in respect of such borrowings, made by the Board in accordance with the authorizations given to it by the company, from time to time. Resolved further that for the purpose of giving effect to this Resolution, the Board of Directors be and are hereby authorised, subject to the applicable provisions of the Act and the Articles of Association of the Company, to negotiate and settle the terms and conditions of the securities, finalize and execute all agreements, deeds and documents as may be necessary, desirable or expedient, settle any question, doubt or difficulties that may arise in this regard, do all such acts, deeds, things or matters, as they may in their absolute discretion deem proper, necessary or desirable and to delegate all or any of these powers to any Committee of Directors or to the Managing Director or Whole-time Director or any officer of the company."
Topics: Charges
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