Board Resolution to Sell, Lease or Otherwise Dispose of the Assets of the Company

Board-Resolution-to-Sell-Lease-or-Otherwise-Dispose-of-the-Assets-of-the-Company




As per the provisions of section 180(1)(a) of the Companies Act, 2013 the Board of Directors of a company can sell, lease or otherwise dispose of the whole or substantially the whole of the undertaking of the company or where the company owns more than one undertaking, of the whole or substantially the whole of any of such undertakings, only with the consent of the company by a special resolution.


Board Resolution to Sell, Lease or Otherwise Dispose of the Assets of the Company

RESOLVED THAT pursuant to the provisions of section 180(1)(a) of the Companies Act, 2013 (as amended or re-enacted from time to time) and other applicable provisions if any and subject to the approval of shareholders in general meeting, consent of the Board be and is hereby accorded to sell, mortgage and/or charge any of its movable and / or immovable properties wherever situated both present and future or to sell, lease or otherwise dispose off the whole or substantially the whole of the undertaking of the Company or where the Company owns more than one undertaking, of the whole or substantially the whole of any such undertaking(s) on such terms and conditions at such time(s) and in such form and manner, and with such ranking as to priority as the Board in its absolute discretion thinks fit on the whole or substantially the whole of the Company's any one or more of the undertakings or all of the undertakings of the Company in favour of any bank(s) or body(ies) corporate or person(s), whether shareholders of the Company or not, together with interest, cost, charges and expenses thereon for amount not exceeding Rupees …………. [Amount in words] at any point of time.

RESOLVED FURTHER THAT the securities to be created by the Company aforesaid may rank prior/pari passu with/to the mortgages and/or charges already created or to be created by the company as may be agreed to between the concerned parties.
RESOLVED FURTHER THAT pursuant to section 77 , 85  & 117 of the Companies Act 2013 (as amended or re-enacted from time to time) read with  rule no 3 & 10 of the Companies (Registration of Charges) Rules 2014 and rule no 24 of the Companies (Management and Administration) Rules 2014, Mr./Ms. ……………….. [Name of person], director/company secretary of the Company be and is hereby authorized to do all the acts, deeds and things which are necessary to give effect to the above said resolution and to authenticate it and file form no CHG-1/9, MGT-14 with the Registrar of Companies within the prescribed time and fees and to do relevant entries in the Register of Charges.
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