.

CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF THE COMPANY HELD ON __________ AT ______ A.M./P.M. AT THE REGISTERED OFFICE / CORPORATE OFFICE OF THE COMPANY

APPOINTMENT OF COMPLIANCE OFFICER

“RESOLVED THAT pursuant to the provisions of the Companies Act, 2013, applicable Rules framed thereunder, the Articles of Association of the Company, and in terms of the provisions of any Shareholders’ Agreement, Share Subscription Agreement or any other contractual arrangement binding on the Company (if applicable), consent of the Board be and is hereby accorded for appointment of __________________ as the Compliance Officer of the Company with effect from __________.

RESOLVED FURTHER THAT the Compliance Officer shall be responsible for overseeing compliance requirements under applicable corporate laws, maintaining statutory records and registers, coordinating with regulatory authorities, ensuring timely filings and disclosures, implementing internal compliance systems and such other duties as may be assigned by the Board from time to time.

RESOLVED FURTHER THAT any Director and / or Company Secretary and / or Authorised Signatory of the Company be and is hereby severally authorised to intimate the concerned regulatory authorities (where required), make necessary entries in statutory registers / internal records, execute necessary documents, and to do all such acts, deeds, matters and things as may be necessary, proper or expedient to give effect to this resolution.

RESOLVED FURTHER THAT the Board be and is hereby authorised to review, modify or terminate the appointment and terms of the Compliance Officer as may be considered appropriate in the interest of the Company.”

CERTIFIED TRUE COPY
For ________________________ PRIVATE LIMITED

Director / Company Secretary
DIN / Membership No.: __________

Date: __________
Place: __________