Pl give the format of resolution for the Appontmnet of Depository, Custodian, Listing agent etc for the GDR issue
vivek
(CS)
(751 Points)
Replied 26 June 2010
Draft could be somehow like this:-
"RESOLVED THAT ---------------------------------mited be and is hereby appointed as Merchant Banker to deal with the said -------------------issue and to seek permission of SEBI and any other authority as per requirementfor for the same and that ------------------------------------- Or --------------------------------------------------- Director and ------------------------------------ Company Secretary, be and are hereby severally authorized to finalise terms and conditions of appointment of Merchant Banker to the above said offer, including remuneration to this assignment.
RESOLVED FURTHER THAT Mr. --------------------------------------, Company Secretary, be and is hereby appointed as the Compliance Offi cer for the issue.
RESOLVED FURTHER THAT for the purpose of giving effect to any issue or allotment of the Securities, the Board be and is hereby authorised on behalf of the Company to do all such acts, deeds, matters and things, as it may at its discretion, deem necessary or desirable for such purpose, including without limitation, determining the form and manner of the issue, the number of Securities to be allotted, the issue price, the face value, the premium amount on issue/conversion/exchange of Securities/redemption of Securities, the rate of interest, the redemption period and any other terms and conditions of the issue, including any amendments or modifications thereto, the class of investors to whom the Securities are to be issued and allotted, appointment of managers, merchant bankers, guarantors, financial and/or legal advisors, depositories, custodians, registrars, trustees, bankers, underwriters and any other advisors, professionals and intermediaries, as may be required and the payment of such fees, commission and other expenses to such intermediaries as it deems fit and the entering into or execution of all such agreements/ arrangement(s)/ MOU(s)/ placement agreement(s)/ underwriting agreement(s)/ deposit agreement(s)/ trust deed(s)/ subscripttion agreement/ payment and conversion agency agreement/ any ther agreement(s) or document(s) with any such agencies, listing of Securities and the equity shares to be issued on conversion of the said Securities in domestic and/or international stock exchanges, as the Board may in its absolute discretion deem fit, authorizing any director(s) or any officer(s) of the Company, severally, to sign for and on behalf of the Company the offer document(s), agreement(s), arrangement(s), application(s), authority letter(s), or any other related paper(s)/document(s), give any undertaking(s), affidavit(s), certification(s), declaration(s) as he or she may in his or her absolute discretion deem fit including the authority to amend or modify such documents).
RESOLVED FURTHER THAT the Board and other designated officers of the Company, be and are hereby severally authorised to make all filings including as regards the requisite listing application / prospectus/ offer document/ registration statement, or any draft(s) thereof, or any amendments or supplements thereof, and of any other relevant documents with the stock exchanges (in India or abroad), the RBI, the FIPB, the SEBI, the Registrar of Companies and such other authorities or institutions in India and/or abroad for this purpose and to do all such acts, deeds and things as may be necessary or incidental to give effect to the resolutions above and the Common Seal of the Company be affixed wherever necessary.
RESOLVED FURTHER THAT the Board be and is hereby authorised to delegate all or any of the powers herein conferred to any Committee of directors or any executive director or directors or any other officer of the Company to give effect to the above resolutions."
GSTR 9 and 9C for FY 23-24 as amended by Notification 12/2024 dated 10th July 2024(with recording)
CAclubindia
