POWERS OF THE BOARD

Under Section 292 of the Companies Act, it is stipulated that a company’s board of directors shall exercise the follwing powers on behalf of the company by means of resolutions passed at the meeting of the board: (i) make calls on shareholders in respect of money unpaid on their shares; (ii) issue debentures; (iii) borrow money otherwise (for example, through public deposits); (iv) invest the funds of the company; and (v) make loans.

Furthermore, there are certain other powers specified by the Companies Act under various sections which shall be exercised by the board of directors only at the meeting of the board. These powers include: (i) to fill vacancies in the board; (ii) to sanction or give assent for certain contracts ...

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