Sec. 77A -- Power of company to purchase its own securities - Board Resolutions;

Sec. 77A -- Power of company to purchase its own securities - Board Resolutions;

WHEREAS the company has Rs………… in its securities premium account;

AND WHEREAS the company is authorized by Article………….. to buy back its own shares;

AND WHEREAS there is …………. number of shares of the company in odd lots being similar to the market lots specified by the Stock Exchange;

NOW, THEREFORE, it is resolved that subject to the passing of a special resolution in the general meeting of the company pursuant to section 77A of the Companies Act, 1956………….number of equity shares of the company which are in odd lots be bought back from the open market at a price of Rs………per share;

RESOLVED further that a draft of the declaration of solvency prepared in the prescribed form and tabled before this meeting be and is hereby approved for filing with the ROC and the SEBI after having its verified by an affidavit and be signed by M/s MNO and PQR, the managing director and director of the company;

RESOLVED further that an Extra ordinary General Meeting of the company be called and held for the aforementioned purpose on …………..at…………..as per the draft notice and the explanatory statement tabled before the meeting and initialed by the chairman for purpose of identification;

RESOLVED further that the Secretary of the company be directed to issue the notice to all the members of the company and take every step needed in connection therewith or ancillary or incidental thereto.