CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD

OF DIRECTORS OF (NAME OF THE COMPANY) HELD AT THE REGISTERED OFFICE OF THE

COMPANY AT (ADDRESS) ON (DATE) AT (TIME)

The board was informed that a request has been received to make loan (s) and/or give
guarantee(s)/provide any security(ies) in connection with loan(s) made to and/or acquire by way
of subscription, purchase or otherwise the securities by a sum not exceeding to Rs. _________
(Amount in words) in aggregate as mentioned against it in one or more tranches to meet their
business requirement. The board was further informed that if approved, the making of loan to this
company would attract the provisions of Section 372A of the companies Act, 1956.The Board
discussed consider the same and passed the following resolution :
RESOLVED THAT subject to the approval of the shareholders of the Company and pursuant to
the provisions of section 372A and other applicable provisions if any of the Companies act 1956,
(including any statutory modification or re-enactment thereof for the time being in force) and
subject to such approvals, consents, sanctions and permissions of the appropriate authorities,
departments or bodies as may be necessary, the Company be and is hereby authorized to grant
loans of such amount(s) as mentioned in the understated Company from time to time, on such
terms and conditions as may be decided from time to time notwithstanding, that the loans made
may exceed the limits prescribed under the said section.
RESOLVED FURTHER THAT the aggregate of such loans made in one or more trenches as
stated hereunder shall not exceed the amount of Rs. _________ (Amount in words) over and
above the limit prescribed under Section 372A of the Companies Act, 1956.
Name of the Company

Amount of Loan in Rs.

RESOLVED FURTHER THAT (Name of the persons(s) authorized) be and are hereby severally
authorized to take such steps as may be necessary for obtaining approvals, statutory, contractual
or otherwise, in relation to the above and to settle all matters arising out of and incidental thereto
and sign and execute all deeds, applications, documents and writings that may be required, on
behalf of the Company and generally to do all acts, deeds and things that may be necessary,
proper, expedient or incidental for the purpose of giving effect to the aforesaid Resolution.

SOLVED THAT
pursuant to the provisions of
Section 186 of the Companies Act, 2013 and any other
applicable provisions of the Companies Act, 2013
and rules made there under (including any statutory
modification thereof for the time being in force and as
may be enacted from time to time), subject to such
approvals, consents, sanctions and permissions, as
may be necessary, and the Articles of Association of
the Company and all other provisions of applicable
laws, consent of the members of the Company be
and is hereby accorded to the Board of Directors of
the Company (hereinafter referred to as the
Board
,
which term shall include any Committee constituted
by the Board or any person(s) authorized by the Board
to exercise the powers conferred on the Board by this
Resolution), to give loans to any subsidiary companies
(including overseas subsidiaries) and / or give any
guarantee or provide security in connection with a loan
to any subsidiary company(ies) (including overseas
subsidiaries) and / or acquire by way of subscription,
purchase or otherwise, the securities of any subsidiary
company(ies) (including overseas subsidiaries) upto
an aggregate amount not exceeding
`
500 crore
notwithstanding that the aggregate of the loans or
guarantees or securities so far given or to be given and/
or securities so far acquired or to be acquired by the
Company may collectively exceed the limits prescribed
under Section 186 of the Companies Act, 2013.
RESOLVED FURTHER THAT
for the purpose of giving
effect to this resolution, the Board of the Company