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As per the
provisions of Section 185(1) of Companies Act, 2013 save as otherwise provided
in this Act, no company shall, directly or indirectly, advance any loan,
including any loan represented by a book debt, to any of its directors or to
any other person in whom the director is interested or give any guarantee or
provide any security in connection with any loan taken by him or such other
person:
Provided that
nothing contained in this sub-section shall apply to—
nothing contained in this sub-section shall apply to—
(a) the giving of any loan to a managing or
whole-time director—
whole-time director—
(i) as a part of the conditions of service extended by the company to all
its employees; or
its employees; or
(ii) pursuant to any scheme approved by the members by a special
resolution; or
resolution; or
(b) a company which in the ordinary course of its business provides loans
or gives guarantees or securities for the due repayment of any loan and in
respect of such loans an interest is charged at a rate not less than the bank
rate declared by the Reserve Bank of India.
or gives guarantees or securities for the due repayment of any loan and in
respect of such loans an interest is charged at a rate not less than the bank
rate declared by the Reserve Bank of India.
Draft Board
Resolution for Loan to Directors
RESOLVED THAT pursuant
to provisions of section 185 of the Companies Act, 2013 (including any
amendments thereto or re-enactment thereof) (the “Act”) and the scheme approved
by the shareholders for the purpose of providing any loan, guarantee or
security in connection with loan, the consent of the Board be and is hereby
accorded for providing loan of Rs …………. [ amount of loan] to Mr. / Ms……….
[Name of person], Managing Director/Whole-time Director of the
company for a period of ……. [ nos of year] on such terms and conditions
as mentioned in the scheme. RESOLVED FURTHER THAT Mr. / Ms………. [Name of person] director/company secretary be and is
hereby authorized to file Form no MGT-14 with the Registrar within the
prescribed time pursuant to section 117 of the Act read with rule no 24 of the
Companies (Management and Administration) Rules, 2014 along with the fee as
prescribed in the Companies (Registration Offices and Fees) rules, 2014 and to
make & authenticate necessary entries in the Register of loan or investment
prepared pursuant to section 186 read with the rule no 12 of the Companies (Meeting
of Board and its Power) Rules 2014.
to provisions of section 185 of the Companies Act, 2013 (including any
amendments thereto or re-enactment thereof) (the “Act”) and the scheme approved
by the shareholders for the purpose of providing any loan, guarantee or
security in connection with loan, the consent of the Board be and is hereby
accorded for providing loan of Rs …………. [ amount of loan] to Mr. / Ms……….
[Name of person], Managing Director/Whole-time Director of the
company for a period of ……. [ nos of year] on such terms and conditions
as mentioned in the scheme. RESOLVED FURTHER THAT Mr. / Ms………. [Name of person] director/company secretary be and is
hereby authorized to file Form no MGT-14 with the Registrar within the
prescribed time pursuant to section 117 of the Act read with rule no 24 of the
Companies (Management and Administration) Rules, 2014 along with the fee as
prescribed in the Companies (Registration Offices and Fees) rules, 2014 and to
make & authenticate necessary entries in the Register of loan or investment
prepared pursuant to section 186 read with the rule no 12 of the Companies (Meeting
of Board and its Power) Rules 2014.
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