Board resolution, issue of redeemable preference shares on a private placement basis and convening the EGM

Certified true copy of the resolutions passed at the meeting of the Board of Directors of [ABC Private Limited] held on [Date of the board meeting] at [Board meeting time] at the registered office of the Company at [Company's registered office address]

ISSUE OF REDEEMABLE PREFERENCE SHARES ON A PRIVATE PLACEMENT BASIS

The Chairman informed the Board that the Company proposes to raise a sum of Rs [Total amount to be raised (Rs)] by the issue of [Number of preference shares] [rate]% [cumulative / non-cumulative] [non-participating / participating] [non-convertible / optionally convertible] redeemable preference shares of Rs [face value] each, at a price of Rs [issue price] per share, to [name(s) of the identified person(s)] on a private placement basis. He placed before the Board the valuation report dated [Date of the valuation report] issued by [Registered valuer's name], Registered Valuer (Registration No. [Valuer's registration number]), and confirmed that the articles of association authorise the issue of preference shares, that the authorised share capital of the Company includes preference share capital sufficient for the proposed issue, and that the Company has no subsisting default in the redemption of preference shares or in the payment of dividend due on any preference shares.