<NAME OF THE COMPANY IN CAPITAL BOLD LETTERS>

CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF (<NAME OF COMPANY>) HELD AT THE REGISTERED OFFICE OF THE COMPANY AT (ADDRESS) ON (DAY), (DATE) AT (TIME)

RESOLVED THAT pursuant to Section 2(24) & Section 203 read with rule made there under and other applicable provisions of the Companies Act, 2013 (including any statutory modification(s) or re-enactment thereof for the time being in force Mr./Mrs.<NAME OF PERSON> an Associate/Fellow Member of the Institute of Company Secretaries of India, who possess the requisite qualification as prescribed under the Companies (Appointment and Qualifications of Secretary) Rules, 1988, be and is hereby appointed as Company Secretary w.e.f. (DATE) at a monthly remuneration of Rs. (AMOUNT) to perform the duties of a Secretary as required under the Companies Act, 2013 and any other duties assigned by the Board of Directors from time to time.

FURTHER RESOLVED THAT the remuneration payable to MR. <NAME OF PERSON> may be revised from time to time by the Board of Directors or any Remuneration Committee that may be formed for this purpose.

FURTHER RESOLVED THAT MR. <NAME OF PERSON> be and is hereby authorized to file Form DIR-12, Form MR-1, Form MGT 14 and any other Forms as may be required with the Registrar of Companies and to do all such acts, deeds, things etc. as may be required to implement the above resolutions.

//CERTIFIED TO BE TRUE COPY//

For <NAME OF COMPANY>

DIN: ……

Director: ……

Add: ……

CIN: …………………………..

Email: