Business items of the company refer to those matters which are involved in conducting business,
Illustrative list of items of business which shall
be placed before the Board
1. Calls on shareholders in respect of money unpaid on their
shares.
2. Issue of debentures.
3. Borrowing money otherwise than by issue of debentures.
4. Investing the funds of the company.
5. Making loans.
6. Filling casual vacancies in the office of Directors.
7. Making donation to political parties.
8. Granting loans to Directors.
9. According sanction for specified contracts in which one or
more Directors are interested and to sign the Register of Contracts.
10. Disclosure of interest by a Director.
11. Receiving notice of disclosure of Directors’ interest.
12. Receiving notice of disclosure of Directors’ shareholdings.
13. Appointment or Resignation of Managing Director or
Whole-time Director or Manager.
14. Appointment and removal of the Company or Chartered Secretary,
Chief Financial Officer and HIA.
15. Appointment of sole-selling agents.
16. Making a declaration of solvency where it is proposed to
wind up the company voluntarily.
17.
Forfeiture of shares.
18. Approval of the quarterly financial results.
19. Approving the half-yearly financial results.
20. Noting Minutes of Meetings of Committees of the Board.
21. Quarterly results for each operating division or business
segment.
22. Annual operating plans and budgets.
23. Any material default in financial obligations.
24. Non-compliance of any regulatory/statutory provisions or
listing requirements.
25. Sale of investments, subsidiaries or assets which is not in
the normal course of business.
26. Show cause notices, prosecutions and penalty notices of
material nature.
27. Any material effluent or pollution problems, industrial
accidents, labor problems, signing of wage agreement, implementation of
Voluntary Retirement Scheme, etc.
28. Any issue which involves possible public or product
liability claims.
29. Transactions that involve substantial payment towards
goodwill, brand equity, or intellectual property.
30. Foreign exchange exposures and the steps taken by management
to limit the risks of adverse exchange rate movements.
31. Information on recruitment and remuneration of senior
officers and transfers or resignations.
32. Details of any joint venture or collaboration agreement.
33. Material liability – legal or contractual.
34. Report of the Compliance Officer regarding share transfer process
and analysis of movement of bulk transfers.
35. Fixed deposit advertisements.
36. Certificate regarding compliance with various applicable
laws.
37. Events which are significant or have material commercial /
financial implications, such as:
(a) strikes, lockouts, lay-off, closure of units/factory, etc;
(b) change in the general character or nature of business;
(c) major expansion plans or execution of new projects;
(d) disruption of operations due to natural calamity or Act of
God;
(e) commencement of commercial production/commercial operations;
(f) developments with respect to pricing/realization arising out
of change in the regulatory framework;
(g) litigation/dispute with a material impact;
(h) revision in ratings assigned by credit rating agencies;
(i) issue of any class of securities;
(j) acquisition, merger, demerger, amalgamation, restructuring, scheme
of arrangement, spin off of divisions of the company;
(k) change in market lot and sub-division of equity shares of
the company;
(l) voluntary delisting of securities from the Stock
Exchange(s);
(m) default in the repayment of any deposits or redemption of
any securities including debentures and in payment of interest, if any, due
thereon;
(n) any action which will result in alteration in the terms
regarding redemption / cancellation / retirement in whole or in part of any
securities issued;
(o) information regarding opening, closing of status of ADR, GDR or any other class of securities issued abroad;
(p) cancellation of dividend / rights / bonus, etc.
(q) formation of a subsidiary company and/or de-subsidiarization
of an existing subsidiary company.
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