Chp10_m3 Minutes Format

M. 3. MINUTES OF THE BOARD MEETING CONDUCTED FOR VOLUNTARY WINDING UP BY MEMBERS

Present :

Mr. X Chairman Mr. Y Directors Mr. Z Mr. R, Company Secretary Mr. X, Chairman of the Board, took the Chair— 1. Grant leave of absence to the absentee directors. All directors were present. 2. Proposal for voluntary winding up of the company— The Chairman informed the Board that it is proposed to voluntarily wind up the company since the business of the company has become commercially unviable. After discussion, the Board agreed in principle to proceed with the voluntary winding up of the company. Then the following resolutions were passed : “RESOLVED that, subject to the approval of the shareholders at an Extraordinary General Meeting, the Company be wound up voluntarily.” “RESOLVED FURTHER that the draft declaration of Solvency in Form No. 149 of Companies (Court) Rules, 1959, submitted to this meeting and initialled by the Chairman for the purpose of identification, be approved and that the Directors of the Company be and are hereby authorised to make, sign and verify the said declaration by Affidavit.” “RESOLVED FURTHER that Shri Director of the Company be and is hereby authorised to file the duly executed declaration of solvency in Form No. 62 of the Companies (Central Government’s) General Rules and Forms, 1956 with the Registrar of Companies before the date of passing of the resolution for winding up the company pursuant to section 488 of the Companies Act, 1956, sign Form No. 62 and to comply with other requirements is this regard.” “RESOLVED FURTHER that an Extraordinary General Meeting of the Company be convened on Wednesday, the (date) at 11 A.M. at the Registered Office of the Company to transact the business set out in the draft notice submitted to this meeting and that the Secretary be and is hereby authorized to sign and issue the same to all members and others entitled for the same.” There being no other matter, the meeting ended with a vote of thanks to the Chair. Signature