Matters which require sanction at Board Meetings, and not by circulation
There are certain matters in reference to which the provisions of the act would require a resolution at an actual Board Meeting and not one by circulation. They are as follows:
S. No. Provision/Section Matter 1. Section-262 Filling a casual vacancy in the Board
2. Section-292 The power to:
(i) make calls on shareholders; (ii) issue debentures; (iii) borrow moneys otherwise than on debentures; (iv) invest the company’s funds; (v) make loans; 3. Section-297 Board’s sanction for certain contracts in which particular directors are interested;
4. Section-299 Disclosure to the Board of a director’s interest in a transaction of the company;
5. Section-308 Disclosure to the Board of a director’s shareholding
6. Section-316 & 386 Approval to the appointment of a person as Managing Director or manager in more than one company;
7. Section-372A Sanction for inter-corporate loan, investment or giving of guarantees or providing security.
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