NOTICE
NOTICE IS HEREBY GIVEN THAT EXTRA-ORDINARY GENERAL
MEETING OF THE MEMBERS OF ______________________ PRIVATE LIMITED WILL BE HELD ON ___ FEBRUARY 2014 AT _____ A.M. AT REGISTERED OFFICE OF THE COMPANY AT ______________________, TO TRANSACT THE FOLLOWING
BUSINESS:
SPECIAL BUSINESS:
1.
Approval for Increase
in Borrowing Powers of the Company:
To consider and if
thought fit, to pass with or without modification(s), as a Special Resolution:
“RESOLVED
THAT subject to the provisions of Section 180(1)(c) of the Companies Act,
2013 and other applicable provisions, if any, of the Companies Act, 1956 and
the Companies Act, 2013 including any statutory modifications or re-enactments
thereof and in supersession of all the earlier resolutions passed in this
regard, the Board of Directors (hereinafter referred to as the Board), be and
are hereby authorized to borrow money, as and when required, from, including
without limitation, any Bank and/or Public Financial Institution as defined
under Section 2(72) of the Companies Act, 2013 and/or eligible foreign lender
and/or any entity/entities and/or authority/ authorities and/ or through
suppliers credit, any other securities or instruments, such as floating rate
notes, fixed rate notes, syndicated loans, debentures, commercial papers, short
term loans or any other instruments etc. and/or through credit from official
agencies and/or by way of commercial borrowings from the private sector window
of multilateral financial institution, either in rupees or in such other
foreign currencies as may be permitted by law from time to time, as may be
deemed appropriate by the Board for an aggregate amount not exceeding ` 15
Crores (Rupees Fifteen Crores Only), notwithstanding that money so borrowed
together with the monies already borrowed by the Company, if any (apart from
temporary loans obtained from the Company’s bankers in the ordinary course of
business) may exceed the aggregate of the paid-up share capital of the Company
and its free reserves, that is to say, reserves not set apart for any specified
purpose.”
“RESOLVED
FURTHER THAT
the Board of Directors be and is hereby authorized to take such steps as may be
necessary for obtaining approvals, statutory, contractual or otherwise, in relation
to the above and to settle all matters arising out of and incidental thereto,
and to sign and to execute deeds, applications, documents and writings that may
be required, on behalf of the Company and generally to do all such acts, deeds,
matters and things as may be necessary, proper, expedient or incidental for
giving effect to this resolution.”
Place:
Mumbai
Date:
________
|
By
Order of the Board
for ______________________ PRIVATE LIMITED
______________________
Director
|
NOTES:
A Member entitled to attend and vote at the
meeting is entitled to appoint a proxy one or more proxies to attend and vote
instead of himself and the proxy need not be a member of the Company.
Annexure to the Notice
Explanatory Statement pursuant to the
provisions of Section 102 of the Companies Act, 2013 in respect of the Special
Business.
ITEM
NO. 1:
As
per Section 180(1)(c) of the Companies Act, 2013, borrowings (apart from
temporary loans obtained from the Company’s bankers in ordinary course of
business) by the Company beyond the aggregate of the paid up capital of the
company and its free reserve requires approval from the shareholders of the
Company.
With
a view to meet the funds requirements of the Company for both short term as
well as long term, the Company may require to borrow from time to time by way
of loans and/or issue of Bonds, Debentures or other securities and the existing
approved limit may likely to be exhausted in near future and it is therefore
recommended to enhance the borrowing limits of the Company upto `
15 Crores (Rupees Fifteen Crores Only).
The
Directors recommends the resolution for members’ approval as a Special
Resolution.
The nature of concern or interest, financial
or otherwise of:
(i) Every
Director: No financial interest otherwise than as members.
(ii)
KMP
- Not Applicable.
(iii) Relatives of the
Directors: No financial interest or otherwise.
Place:
Mumbai
Date:
________
|
By
Order of the Board
for __________________PRIVATE LIMITED
____________________
Director
|
