Give a specimen of Board resolution for appointment of whole-time key managerial personnel under section 203.

Specimen Board Resolution for Appointment of Whole-time Key Managerial Personnel (KMP) under Section 203 "RESOLVED THAT pursuant to provisions of sections 196 and 203 of the Companies Act, 2013 and rules made thereunder, Mr. [Name of Director], Director of the company, be and is hereby appointed as a managing director of the company for a period of 5 years effective from 1st July, 2015 and that he may be paid remuneration as follows: Monthly salary of ₹[Amount] lakh and a commission of 1% on the Net Profits of the company, if any. Perquisites in accordance with Part II of Schedule V of the Companies Act, 2013. Housing, medical reimbursement, home town concession, conveyance, health insurance, gratuity and provident fund, as per the company's rules. In case of inadequacy of profits, the remuneration payable to him shall be subject to the limits as specified in section 197 and Schedule V of the Companies Act, 2013. RESOLVED FURTHER THAT the other terms and conditions of the appointment shall be as per the draft agreement tabled before the meeting duly initialed by the Chairman of the meeting for the purpose of identification and that Mr. [Name of Director], Director of the company is hereby authorized to execute the agreement for and on behalf of the company as per the said draft. RESOLVED FURTHER THAT the Mr. [Name of Company Secretary], Company Secretary of the company be and is hereby authorized to affix digital signature and submit Form DIR-12 and MR 1 with the Registrar of Companies and to do all such acts and deeds as may be required to be done in this regard." Date: [Date], 2015. Sd/- Board of Directors