MINUTES

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This query is : Resolved

NEETI (Querist)

05 June 2009

1. As per Section 193 of the Act, minutes of the Board meeting are to be signed by Chairman of the meeting or Chairman of the succeeding meeting.

Our Chairman is busy getting business for the Company and does not have time for signing of statutory documents/minutes etc and wants to authorize the Vice chairman to do all the signing of paper work.. Can Chairman delegate duty of signing of the Board Minutes to the Vice Chairman, where there is one by authorising him to sign on his behalf?

2. Further, Can any Director execute General Power of Attorney to some other person/Director to do the following acts, deeds and things like:
1. To represent in meetings and cast vote
2. To sign papers/docs which may be required in the usual course of business in capacity as Director
3. To enjoy all the powers and benefits which in capacity of Director I am entitled to
4. To do all lawful acts necessary for performance of all my duties, obligations, rights and interests as a Director

Declaration : I hereby declarate that all such acts, deeds and things that may be done by my above Attorney by virtue of the powers hereby conferred shall be binding on me if done by me in personam and I ratify all such acts that may be done by my above said Power of Attorney holder.

CS Vivek Hegde

CS Vivek Hegde (Expert)

11 June 2009 Hi Neeti

Though Act does not say anything about signing of minutes by Vice President...in my opinion he can subject to such deligation...Bcz he has to take the Chair in case Chairman is absent..likewise he has to sign where Chairman is not signing..

rgds

Vivek

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