22.b.

22.c

transmission, subdivision, consolidation or renewal of any of its shares as the case may be. Every
certificate is required to be issued by the Company in accordance with the Act and in the manner and
form prescribed under the Companies (Share Capital and Debentures) Rules, 2014. Every certificate of
shares shall be under the seal of the Company and shall specify the number and distinctive numbers of
shares in respect of which it is issued and amount paid-up thereon and shall be in such form as the
Directors may prescribe or approve, provided that in respect of a share or shares held jointly by several
persons, the Company shall not be bound to issue more than one certificate and delivery of a certificate
of shares to one of several joint holders shall be sufficient delivery to all such holder. Such certificate
shall be issued only in pursuance of a resolution passed by the Board and on surrender to the Company
of its letter of allotment or its fractional coupons of requisite value, save in cases of issues against letter
of acceptance or of renunciation or in cases of issue of bonus shares. Every such certificate shall be
issued under the seal of the Company, which shall be affixed in the presence of two Directors duly
authorized by the Board for the purpose or the committee of the Board, if so authorised by the Board,
and the Company Secretary or any person authorized by the Board for the purpose. Provided that, the
Company Secretary appointed under the provisions of the Act, shall also be deemed to be authorized
for the purpose of the Act and Rules prescribed under the Act. The manner of issue of every share
certificate or the duplicate thereof, the form of such certificate and the particulars of every share
certificate issued shall be entered in the Register of Members against the name of the person to whom it
has been issued, indicating the date of issue;

Any two or more joint allottees of shares shall, for the purpose of this Article, be treated as a single
member, and the certificate of any shares which may be the subject of joint ownership, may be
delivered to anyone of such joint owners on behalf of all of them. For any further certificate the Board
shall be entitled, but shall not be bound, to prescribe a charge not exceeding Rupees Two. The
Company shall comply with the provisions of Section 46 of the Companies Act, 2013;

A Director may sign a share certificate by affixing his signature thereon by means of any machine,
equipment or other mechanical means, such as engraving in metal or lithography, but not by means of a
rubber stamp provided that the Director shall be responsible for the safe custody of such machine,
equipment or other material used for the purpose.

Issue of new certificates in place of those defaced, lost or destroyed

23.

If any certificate be worn out, defaced, mutilated or torn or if there be no further space on the back
thereof for endorsement of transfer, then upon production and surrender thereof to the Company, a new
certificate may be issued in lieu thereof, and if any certificate is lost or destroyed then upon proof
thereof to the satisfaction of the Company and on execution of such indemnity as the Company deem
adequate, being given, a new certificate in lieu thereof shall be given to the party entitled to such lost or
destroyed certificate. Every certificate under this Article shall be issued without payment of fees if the
Directors so decide, or on payment of such fees (not exceeding 250 for each certificate) as the Directors
shall prescribe. Provided that no fee shall be charged for issue of new certificates in replacement of
those which are old, defaced or worn out or where there is no further space on the back thereof for
endorsement of transfer.

Provided that notwithstanding the above the Directors shall comply with such rules or regulations or
requirements of any stock exchange or the rules made under the Act or the rules made under the
Securities Contracts (Regulation) Act, 1956, or any other Law.

The provisions of this Article shall mutatis mutandis apply to debentures of the Company.

The first named joint holder deemed sole holder

24.a.

If any share stands in the names of two or more persons, the person first named in the Register shall as
regard receipts of dividends or bonus or service of notices and all or any other matter connected with
the Company except voting at meetings, and the transfer of the shares, be deemed sole holder thereof
but the joint-holders of a share shall be severally as well as jointly liable for the payment of all calls
and other payments due in respect of such share and for all incidentals thereof according to the
Company’s regulations.

436
