Special Resolution alongwith explanatory statement u/s 314

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Sarabjeet Kaur (Querist)
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13 March 2010 Dear All,

I want sample Special Resolution alongwith Explanatory statement under section 314 of the Companies Act, 1956 for giving remuneration to a relative of a Director within the prescribed limit of Rs. 50,000/- p.m.

Regards

Sarabjeet Kaur

Rasesh

Rasesh (Expert)
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13 March 2010 To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:

"RESOLVED THAT pursuant to Section 314 and any other applicable provisions, if any, of the Companies Act, 1956, the consent of the Company, be and is hereby accorded to the holding and continuing to hold an office or place of profit under the Company by _____________, relative of Mr. _______________, Director, who is appointed by the Board of directors as a Management Consultant on consultancy fees of Rs. 35,000/- per month for a period of 3 years w.e.f. __________."

Explanatory Statement

Mr. _____________ is a graduate. He has rich experience in business management. Taking into consideration his knowledge and vast experience, he was appointed as Management Consultant of the Company w.e.f. _________for a period of three years. As a Management Consultant, he was drawing retainership fees of Rs. 35,000/- (Rupees Thirty Five Thousand only) per month.

______________ have been appointed as Directors on the Board of the Company w.e.f. ___________. They are relatives of ______________and hence, ______________is deemed to hold an office or place of profit under Section 314 of the Companies Act, 1956 Therefore, approval of the members of the Company by Special Resolution is required. The Board of Directors recommends the shareholders to accord their consent to ______________ for his continuing to hold the office or place of profit under the Company a management consultant.

_____________, being relative, is deemed to be concerned or interested in the said resolution. None of the other Directors is concerned or interested in the resolution.

Sarabjeet Kaur

Sarabjeet Kaur (Querist)
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13 March 2010 Thanks u so much Sir.

Regards

Sarabjeet

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