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1. Specimen Resolution under Section 180(1)(a) for creating charge on company’s assets and properties

CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF [COMPANY NAME] HELD ON [DATE] AT [TIME] AT THE REGISTERED OFFICE OF THE COMPANY.

ITEM: CREATION OF FIRST PARI PASSU CHARGE IN FAVOUR OF XYZ AND ABC

"RESOLVED THAT pursuant to the provisions of Section 179(3), 180(1)(a), and other applicable provisions of the Companies Act, 2013, read with the Rules framed thereunder, the consent of the Board of Directors of the Company be and is hereby accorded to mortgage and/or charge the Company’s immovable and movable properties, both present and future, wheresoever situated, in favor of Industrial Development Bank of India (XYZ) and Industrial Finance Corporation of India Ltd. (ABC) (hereinafter collectively referred to as the "Lenders").

RESOLVED FURTHER THAT the said mortgage/charge shall be a first pari passu charge to secure the Rupee Term Loans of Rs. 1,000.00 Lacs (granted by XYZ) and Rs. 880.00 Lacs (granted by ABC) respectively, together with interest, liquidated damages, front-end fees, prepayment premiums, costs, and all other moneys payable under the respective Loan Agreements, Deeds of Hypothecation, and other security documents executed/to be executed by the Company.

RESOLVED FURTHER THAT the drafts of the Loan Agreements and Security Documents as required by the Lenders and placed before the Board be and are hereby approved, and Mr. [Name], Director, and Mr. [Name], Director, be and are hereby jointly and severally authorized to settle, finalize, and execute the said documents for and on behalf of the Company.

RESOLVED FURTHER THAT the Common Seal of the Company, if required, be affixed to the stamped engrossment of the security documents in the presence of the aforementioned Directors [and the Company Secretary], who shall sign the same in token thereof.

RESOLVED FURTHER THAT the Board hereby recommends the aforementioned creation of security for the approval of the members of the Company by way of a Special Resolution at the ensuing General Meeting, as required under Section 180(1)(a) of the Companies Act, 2013.

RESOLVED FURTHER THAT any Director of the Company or the Company Secretary be and is hereby authorized to file the necessary Form CHG-1 with the Registrar of Companies (ROC) and to do all such acts, deeds, and things as may be necessary or incidental to give effect to this resolution."