Board resolution, appointment of a managing director, with terms

Extract from the minutes of the meeting of the Board of Directors of [ABC Private Limited] held on [Date of the Board meeting]

APPOINTMENT OF [Managing Director's full name] AS MANAGING DIRECTOR

The Chairman informed the Board that, in order to provide for the day-to-day management of the affairs of the Company, it is proposed to appoint [Managing Director's full name] (DIN [Managing Director's DIN]), a Director of the Company, as the Managing Director of the Company for a period of [five] years with effect from [Date the appointment begins]. He placed before the Board the draft agreement of appointment and informed the Board that the appointee is not disqualified under Section 196(3) of the Companies Act, 2013, being above the age of twenty-one years and below the age of seventy years, not an undischarged insolvent and never having been adjudged an insolvent, never having suspended payment to his / her creditors or made a composition with them, and never having been convicted by a court of any offence and sentenced to imprisonment for more than six months. He further informed the Board that sub-sections (4) and (5) of Section 196 of the said Act do not apply to a private company, and that the Company is not in default in the filing of its financial statements under Section 137 or its annual return under Section 92 of the said Act.