Board resolution format for authorising a representative under Section 113 to attend and vote at general, class and creditors' meetings of another company.
“RESOLVED THAT pursuant to Section 113 and other applicable provisions, if any, of the Companies Act, 2013, Mr./Ms. [●], [Designation], or failing him/her, Mr./Ms. [●], [Designation], be and is hereby authorised to act as the representative of the Company at the [annual general meeting / extra-ordinary general meeting / meeting of [class of members / creditors / debenture holders]] of [Name of the company] (CIN: [●]), of which the Company is a [member / creditor / debenture holder], to be held on [●], and at any adjournment thereof.
RESOLVED FURTHER THAT the said representative shall be entitled to exercise on behalf of the Company the same rights and powers that the Company could exercise if it were an individual [member / creditor / debenture holder], including the right to speak and to vote on a show of hands, on a poll, by remote e-voting or by postal ballot, and to appoint a proxy, [in accordance with the directions of the Board recorded in the minutes / in such manner as he/she considers to be in the best interests of the Company].
RESOLVED FURTHER THAT a copy of this resolution certified by any Director or the Company Secretary of the Company be furnished to [Name of the company] and to the chairperson or scrutiniser of the meeting, and any Director and/or the Company Secretary of the Company be and is hereby severally authorised to do all such acts, deeds and things as may be necessary for giving effect to this resolution.”
No rules under this Section yet.