Provisions of
Table A
applicable.
Clause Nos. 5, 21, 25, 26, 27, 59, 64, 66, 81 and 84 of Table
'A' shall not apply to this Company. The clauses of
provisions of Section 171 and Section 173 to 175 of the Act
shall not apply to this Company.
Certain clauses of
Table "A" not
applicable.
PRIVATE COMPANY
3
SHARES
-1-
Company to be a
private company.
4
5
Shares to be under
control of
directors.
Redeemable
Preference Shares.
Authorized share
capital
Minimum paid-up
share capital
Power to reduce
share capital.
Buy-back of
shares.
Sweat Equity
Shares.
-2-
Register of
transfer.
Right to decline
registration of
transfer.
Directors' power
to refuse to
register in cases
mentioned in this
regulation.
(iii) where the Directors are of the opinion that the proposed
transferee (not being already a member) is not a
desirable person to admit to membership, or
(iv)
Manner of
transferring
shares.
-3-
Existing member
to have right of
pre-emption.
Notice of desire to
transfer to be
given.
Board to give
notice to
members.
To allocate shares
to members.
Title in case of
deceased member
-4-
etc.
Application to be
made by
transferor or
transferee.
Notice to
transferee.
Transfer to be
presented with
evidence of title.
Notice of refusal.
-5-
Restriction to
register as
shareholder.
Retention or
return of
instrument.
Restricted right of
shareholders.
Closure of transfer
books.
Transfer of
debentures.
DIRECTORS
24 The numbers of Directors shall not be less than 2 (two) or
more than 12 (twelve).
-6-
Number of
directors.
25 (a) The first Directors of the Company shall be: i. Mr. ____________________.
First directors.
Other directors.
Appointment of
directors to fill a
casual vacancy.
Alternate
directors.
Share
qualification.
Managing
Director.
Remuneration to
directors.
Special
remuneration of
director
performing extra
service.
-7-
Resolution by
circular.
-8-
Board may
appoint attorneys.
33 (1)
(2)
Seal.
General meeting.
35 (i)
Proceedings at
general meetings.
(ii)
(iii)
(iv)
-9-
(v)
(vi)
(vii)
(viii)
(ix)
(x)
(xi)
36 (i)
(ii)
(iii)
- 10 -
Proceedings of the
Board.
(v)
(vi)
- 12 -
Capitalization.
(2)
Borrowing
powers.
Operation of bank
accounts.
- 13 -
(ii)
(iii)
41 (i)
(ii)
(iii)
Winding up.
Audit.
INDEMNITY
42 Every officer or agent for the time being of the Company
shall be indemnified out of the funds of the Company
against any liability incurred by him in defending any
proceedings, whether civil or criminal, in which judgment is
given in his favour or in which he is acquitted or in
connection with any application under Section 633 in which
relief is granted to him by the Court.
Directors and
others right to
indemnity.
SECRECY CLAUSE
43 No member shall be entitled to visit or inspect any works of
the Company without the permission of the Board of
Directors of the Company or any other person authorised on
that behalf by the Board of Directors of the Company to
- 14 -
Secrecy clause.
- 15 -
General authority.
We, the several persons whose names and addresses are subscribed, are desirous of being
formed into a Company in pursuance of these Articles of Association.
1.
Mr. ___________________
S/o Mr. ________________
Signatures of
subscribers
Sd/-
(Address)
Occupation: ____________
2.
Mr. ___________________
S/o ____________________
Sd/-
(Address)
Occupation: ____________
Occupation: ____________
Signatures of Witnesses
and their Address,
Descriptions and
Occupations.
(Address)S/o ____________________Mr._______________Sd/-Witness to all the Subscribers
Place:
Date:
- 16 -
- 17 -