RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits

147. A meeting of the Board of which a quorum be present shall be competent to
exercise all or any of the authorities, powers and discretions by or under these Articles
for the time being vested in or exercisable by the Board.
148. Subject to the provisions of Sections 316, 327(4) and 386 of the Act, questions
arising at any meeting shall be decided by a majority of votes, and- in case of any
equality of votes, the Chairman shall have a second or casting vote.
149. The Board may subject to the provisions of the Act, from time to time and at any
time delegate any of its powers to a committee consisting of such Director or Directors
as it thinks fit, and may from time to time revoke such delegation. Any committee so
formed shall, in the exercise of the powers so delegated, conform to any regulation
that may from time to time be imposed upon it by the Board.
150. The meetings and the proceedings of any such Committee consisting of two or
more members shall be governed by the provisions herein contained for regulating the
meetings and proceedings of the Board so for as the same are applicable thereto, and
are not superseded by any regulations made by the Board under the Article 149.
151. Save in those case where a resolution is required by Sections 262, 292, 297,
316, 372(4) and 386 of the Act, to be passed at a meeting of the Board, a resolution
shall be as valid and effectual as if it had been passed at a meeting of the Board or
Committee of the Board, as the case may be, duly called and constituted, if a draft
thereof in writing is circulated, together with the necessary papers, if any, to all the
Directors, or to all the members of the Committee of the Board, as the case may be,
then in India (not being less in number than the quorum fixed for a meeting of the
Board or Committee, as the case may be) and to all other Directors, or members of
the Committee, at their usual address in India, and has been approved by such of
them as are then in India, or by a majority of them as are entitled to vote on the
resolution.
152. All acts done by any meeting of the Board or by a Committee of the Board or by
any person acting as a Director shall notwithstanding that it shall afterwards be
discovered that there was some defect in the appointment of such Director or persons
acting as aforesaid, or that they or any of them were disqualified or had vacated office
or that the appointment of any of them had been terminated by virtue of any
provisions contained In the Act or in these Articles, be as valid as it every such person
had been duly appointed, and was qualified to be a Director and had not vacated his
office or his appointment had not been terminated; provided that nothing in this Article
shall be deemed to give validity to acts done by a Director after his appointment has
been shown to the Company to be invalid or to have been terminated.
153. (1) The Company shall cause minutes of all proceedings of every meeting of the
Board and Committee thereof to be kept by making within thirty days of the
conclusion of every such meeting entries thereof in the books kept for that
purpose with their pages consecutively numbered.
(2) Each page of every such book shall be initialed or signed and the last page of
the record of proceedings of each meeting in such book shall be dated and
signed by the Chairman of the said meeting or the Chairman of the next
succeeding meeting.
(3) In no case shall the minutes of proceedings of a meeting be attached I to any
such book as aforesaid by a pasting or otherwise.
(4) The minutes of each meeting shall contain a fair and correct summary of the
proceedings thereat.
(5) All appointments of officers made at any of the meetings aforesaid shall be
included in the minutes of the meetings.
(6) The minutes shall also contain
304