Kindly provide me the board resolution format for renewal of CC and bank guarantee limit urgently
Thanks in advance
P C Agrawal
(Registered independent director Past Chairman of Aurangabad Chapter of ICSI Practicing Company Secretary at Aurangabad)
(8229 Points)
Replied 19 March 2014
Draft is provided by the Bank.
Saurabh Anokhchand Jain
(Chartered Accountant)
(1043 Points)
Replied 19 March 2014
BOARD RESOLUTION FOR AVAILING & SECURING CREDIT FACILITIES
Minutes of the meeting of Board of Directors of …………………………. Private
Ltd. held on ………………… at .........................
The Board was informed that Bank of Baroda Sukher branch has agreed,
at the request of the Company, to grant the Company an adhoc cash
credit facility as per sanction letter dated …………………………….
Facility Limit (Rs. In lac)
1. Cash credit – Hypothecation of stock & book debts ………………….
Total ………………
Inter alia against the following securities and on the terms and
conditions as contained in the Bank's letter of sanction dated …………….
and after noting it was:
(1) Resolved that sanction be and is hereby given to the Company to
avail/continue
To avail from Bank ……………………………., Branch the facilities up to the
limits mentioned above inter alia against the following securities
namely:
1. Demand Promissory Note.
2. Letter of continuing security.
3. Hypothecation of goods / Machinery / Book Debts and other movables.
4. Undertaking to create Equitable Mortgage over the fixed assets /
immovable properties of the Company situated at “………………………………………………….”
5. Personal guarantee of Shri ……………………….., Shri ………………………. and Shri
……..
6. Various Undertakings namely-
• An undertaking not to withdraw deposit by the Directors till the
advances is liquidated
• Declarations cum Undertakings cum Authority
and the Company do execute the relevant documents therefore and
execute undertaking to create extension of Equitable mortgage over
the fixed / immovable properties of the Company situated at
…………………………………………. in favour of Bank of Baroda to secure the due
repayment of the outstanding in the various credit facilities.
(2) Resolved further that the documents be executed by the Company and
the common seal of the Company be affixed to the Demand Promissory
Note / Letter of continuing security / Instrument of Hypothecation of
goods /movable Machinery / Book Debts / Instrument of Power of
Attorney / modifying agreement in the presence of Mr. ……………… and Mr.
………………………. two of the directors of the Company who do sign the same in
token thereof and that other documents, Such as various undertakings
and Form No. 8/13 be executed by any one of the Directors for the time
being of the Company.
(3) Resolved further that the Company do execute undertaking to create
extension of mortgage by deposit of title deeds in favour of Bank of
Baroda by depositing the title deeds, documents, evidences, writing
with Bank of Baroda, by giving an oral consent to Bank of Baroda to
continue to hold and retain the title deeds, documents, evidences,
writings in respect of the Company's immovable properties situate at
……………………………… together with all buildings and structures thereon and
all plant and machinery attached to the earth or permanently fastened
to anything attached to the earth (hereinafter collectively referred
to as the said immovable properties) to secure the due repayment by
the Company of outstanding due under the facilities indicated above
together with interest, additional interest, further interest by way
of liquidated damages, compound interest, commitment charges, premia
on repayment or on redemption, costs, charges, expenses and other
moneys including any increase as a result of devaluation /
Revaluation / Fluctuation in the rates of Exchange of Foreign
currencies involved payable by the Company to Bank of Baroda under
their Heads of Agreement / Loan Agreement / Letters of Sanction /
Memo. of terms and conditions amended from time to time.
(4) Resolved further that Shri …………………… and Shri …………………………………..,
Directors of the Company, be and are hereby severally authorised to
deliver to and deposit with Bank of Baroda the various title deeds,
writings and evidences and to give oral consent as aforesaid for and
on behalf of the Company with an intention to create a mortgage /
extend the mortgage over the said immovable properties belonging to
the Company.
(5) Resolved further that Shri .................................and
Shri .................................Directors of the Company be and
are hereby severally authorised to state on behalf of the Company that
the said title deeds so deposited are the only documents of title in
the possession, power and control of the Company and that the Company
has a clear and marketable title to the said immovable properties and
that the security in favor of Bank of Baroda shall ensure in respect
of the Company's said immovable properties both present and future and
also to give a declaration on oath to the satisfaction of Bank of
Baroda.
(6) Resolved further that any two of the Directors of the Company be
and are hereby authorised to execute Letters of Acknowledgment of Debt/
Balance Confirmation letters favoring Bank of Baroda for and on behalf
of the Company acknowledging the liabilities of the Company to Bank of
Baroda in respect of the various credit facilities availed by the
Company from time to time as and when called upon to do so by Bank of
Baroda.
(7) Resolved further that Shri …………………………………. ,
Shri .................................and
Shri .................................be and are hereby requested to
execute letters of guarantee and letters of Acknowledgment of Debt/
Balance Confirmation letters in their respective personal capacity as
guarantors favoring Bank of Baroda to secure the various credit
facilities availed/ to be availed by the Company from Bank of Baroda
and acknowledging their liability as guarantors to the said
facilities.
(8) Resolved further that Bank of Baroda be and is hereby authorised
to debit the
cash credit or any other account or open any separate account for the
purpose of debiting the amounts of Bills purchased by the Bank which
have not been paid on due dates by the drawee/s, amounts paid to the
beneficiaries under guarantees issued by the Bank on behalf of the
Company and amounts paid by the Bank under letters of credit
facilities, and to apply and recover interest at applicable rates.
(9) Resolved further that the cash credit accounts and other accounts
with Bank of Baroda be operated by any one of the directors of the
Company for and on behalf of the Company.
(10) Resolved further that Bank of Baroda be and is hereby requested
to honour all cheques, Bills of exchange, promissory notes drawn,
endorsed, accepted or made by the Company and to act on the
instructions given by any one of the directors relating to the above
accounts whether the same be overdrawn or not and whether or not
relating to the transactions of the Company.
(11) Resolved further that the Company do file the requisite
particulars of charge /modification of charge to be created by the
Company with the Registrar of Companies.
(12) Resolved further that copies of the foregoing resolutions
certified to be true by Shri ……………………………. Chairman of the Company be
furnished to Bank of Baroda and they be requested to act thereon.
Certified to be true,
(……………………………..)
CHAIRMAN
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