otherwise) or in any other manner, or from any person, firm, company, co-operative society, any body
corporate, bank, institution, whether incorporated in India or abroad, Government or any authority or
any other body for the purpose of the Company and may secure the payment of any sums of money so
received, raised or borrowed; provided that the total amount borrowed by the Company (apart from
temporary loans obtained from the Company’s Bankers in the ordinary course of business) shall not
without the consent of the Company in a General Meeting by passing Special Resolution exceed the
aggregate of the paid up capital of the Company, its free reserves and securities premium that is to say
reserves not set apart for any specified purpose.

Securing payment or repayment of moneys borrowed

77.

The payment and/or repayment of moneys borrowed or raised as aforesaid or any moneys owing
otherwise or debts due from the Company may be secured in such manner and upon such terms and
conditions in all respects as the Board may think fit, and in particular by mortgage, charter, lien or any
other security upon all or any of the assets or property (both present and future) or the undertaking of
the Company including its uncalled capital for the time being, or by a guarantee by any Director,
Government or third party, and the bonds, debentures and debenture- stocks and other securities may
be made assignable, free from equities between the Company and the person to whom the same may be
issued and also by a similar mortgage, charge or lien to secure and guarantee, the performance by the
Company or any other person or company of any obligation undertaken by the Company or any person
or Company as the case may be.

Bonds, Debentures etc. to be under the control of the Directors

78.

Any bonds, debentures, debenture-stock or other securities issued or to be issued by the Company shall
be under the control of the Board who may issue them at a discount, premium or otherwise upon such
terms and conditions, and in such manner and for such consideration as they shall consider to be for the
benefit of the Company only with the consent of the Company in the General Meeting by a Special
Resolution.

Mortgage of Uncalled Capital

79.

If any uncalled capital of the Company is included in or charged by any mortgage or other security the
Directors shall subject to the provisions of the Act and these Articles make calls on the members in
respect of such uncalled capital in trust for the person in whose favour such mortgage or security is
executed.

Indemnity may be given

80.

Subject to the provisions of the Act and these Articles if the Directors or any of them or any other
person shall incur or be about to incur any liability whether as principal or surely for the payment of
any sum primarily due from the Company, the Directors may execute or cause to be executed any
mortgage, charge or security over or affecting the whole or any part of the assets of the Company by
way of indemnity to secure the Directors or person so becoming liable as aforesaid from any loss in
respect of such liability.

MEETINGS OF MEMBERS

Annual General Meeting

8La.

The Company shall, in each year, hold, in addition to any other meetings, a General Meeting as its
Annual General Meeting, and shall specify the meeting as such in the notice calling it, and not more
than 15 months shall elapse between the date of one Annual General Meeting of the Company and that
of the next and the Annual General Meeting shall be held within six months of the expiry of its
financial year.

Provided that if the Registrar shall have, for any special reason, extended the time within which any

Annual General Meeting shall be held, by a period not exceeding three months, then such Annual
General Meeting may be held within such extended period.

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