Board Resolution Appointing Manager
“RESOLVED THAT in accordance with Sections 164, 196, 197 and 203 read with Schedule V and other applicable provisions of the Companies Act, 2013 and Schedule V to the Act and subject to approval by a resolution of the shareholders in general meeting, Shri _____________ be and is hereby appointed as manager of the company for a period of five years commencing from ______________ and ending on ____________ on the terms and conditions contained in the agreement, draft whereof was laid on the table of the meeting, approved by the meeting and initialled by the chairman of the meeting as a mark of identification, to be executed by and between the company and Shri ___________, on the day the manager assumes charge of the office;
RESOLVED FURTHER THAT Shri ____________, director of the company, be and is hereby authorised to sign and execute, on behalf of the company, the agreement of appointment of Shri _____________ as manager of the company, which shall be executed under the common seal of the company to be affixed in the presence of Shri ___________ director and Shri _____________, secretary of the company, who shall also sign the same in token thereof.
RESOLVED FURTHER THAT Shri ____________, company secretary, be and is hereby authorised to prepare, sign and file with the concerned Registrar of Companies with the prescribed filing fee, the following documents:
(a) return is Form MR-2 for the appointment of the Managing Director as per requirement of Sub-section (2) of Section 170 of the Companies Act, 2013 and Part III of Schedule V to the Companies Act, 2013, duly certified by the auditor or the company secretary or secretary in whole time practice to the effect that the requirements of Schedule V have been complied with and such certificate shall be incorporated in the return, to be filed within ninety days of the passing of this resolution; and
(b) Form MR-2, in respect of the appointment of the manager, to be filed within thirty days of the passing of this resolution.
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