TABLE A
- REGULATION 84
AFFIXATION
OF SEAL
1. Subject -
Affixation of Seal.
2. Passing Authority - Board of Directors.
3. Nature of the Resolution -
Resolution with simple majority.
4. Specimen Resolution(s):
"RESOLVED
THAT: the approval be and is hereby granted to the execution of an agreement
with Y Co. Ltd. relating to office accommodation as per draft placed before the
Board and initialed by the Chairman for the purpose of identification and
affixing thereto the Common seal of the company; such execution and affixation
to be under the signatures of Mr. A.Raman, and Mr. Krishna, Directors of the
Company and counter-signature of Mr.Govindan,. Secretary of the Company in
terms of Article 104 of the Company's Articles of Association."
5. Guidelines:
1) The
number of persons who will sign the document to which the seal is affixed
depends upon the provisions of the Company's Articles of Association.
2)
Before affixing the seal, the Board must pass a resolution.
3) A
document (which is defective as regards the seal affixed thereto) is not bad
for all purposes the court will in such cases give effect to the intention of
the parties if it is satisfied that the parties intended and had power to make
the contract.
4)
Where the seal is affixed to an instrument without authority, the instrument
will be a forged instrument.
But
third persons without notice of irregularity or want of authority, will be
protected.
6. Filing: Nil.