 

of the said fund and the application and disposal thereof and otherwise in relation
to the working and management of the said fund as the Directors shall from time
to time think fit.

 

 

 

 

 

 

 

 

 

 

 

 

(6) | To refer claims or demands by or against the Company to arbitration and observe To refer to
and perform any awards made thereon. arbitration

(17) To institute, conduct, defend, compound or abandon any legal proceedings by or To institute and
against the Company or its officers or otherwise concerning the affairs of the defend legal
Company and also to compound and allow time for payment or satisfaction of any proceedings and
debts due to and of claims or demands by or against the Company and to appoint appoint _legal
solicitors, advocates, counsels and other legal advisers for such purposes or for any | advisors
other purpose and settle and pay their remuneration.

(18) | Directors shall be entitled, during normal business hours of the Company and with | Power to examine
prior reasonable written notice, to examine the books of accounts and records of the | books and records
Company and to reasonably inspect the properties and facilities of the Company. The
Company shall provide such information relating to the business affairs and financial
position of the Company, as the Directors may reasonably require.

(9) | To establish any branch, including foreign branch or any kind of business, duly | To undertake/
authorized, at such time or times as it shall think fit and if necessary to keep in | keep in abeyance
abeyance activities of such offices so long as the Board may deem it expedient not to | any activity in any
commence or proceed with such branch or kind of business. branch

(20) | To offer and issue, subject to applicable provisions of law, shares or securities to | Listing or
public, resident or non-resident and to get the shares or securities of the company listed | Delisting of
in one or more stock exchanges in India or abroad and to de-list from time to time | securities.
from any such stock exchanges.

PROCEEDINGS OF MEETINGS OF THE BOARD
25 |G) | @ The Board of Directors may meet for the conduct of business, adjourn and | When meeting to
otherwise regulate its meetings, as it deems fit, subject to compliance of the Act | be convened
and Secretarial Standards.
(b) Provided, that the Board of Directors shall hold meetings at such frequencies as
per provisions of the applicable laws.

(2) The Chairman or any one Director with the previous consent of the Chairman may, or | Who may
the company secretary on the direction of the Chairman or of one or more directors | summon Board
shall, at any time, summon a meeting of the Board. meeting

(3) | @ Atleast seven days written notice shall be given to every director, by hand or by | Notice of Board

speed post or by registered post or by courier or by facsimile or by e-mail or by | meetings
any other electronic means.

(b) Proof of sending notice and its delivery shall be maintained by the Company.

(c) Where a Director specifies a particular means of delivery of Notice, the Notice
shall be given to him by such means.

(d) To transact urgent business, the Notice, Agenda and Notes on Agenda may be
given at shorter period of time than stated above, if at least one Independent
Director, if any, shall be present at such Meeting. If no Independent Director is
present, decisions taken at such a Meeting shall be circulated to all the Directors
and shall be final only on ratification thereof by at least one Independent Director,
if any. The fact that the Meeting is being held at a shorter Notice shall be stated
in the Notice.

(4) The Agenda, setting out the business to be transacted at the Meeting, and Notes on | Agenda and Notes
‘Agenda shall be given to the Directors at least seven days before the date of the | to Agenda for the
Meeting. Board meeting

© __| The quorum for a Board meeting shall be as provided in the Act. Quorum for Board

 

 

 

meetings

 

390

 
