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  • 7/31/2019 Board Minutes - ASIF

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    ABCD

    Client Kotak India Focus Fund Schedule Date

    Period 31 December 2011 Prepared by Shipra

    Subject Board Minutes Reviewed by

    Date: 18th January 2011

    Appointment of Director

    It was resolved that:

    Mr Ruchit Puri be appointed as additional director of the company with immideateeffect, subject to the approval of FSC.

    The company secretary and/or any one of the directors of the Company be authorized to

    complete all formalities in connection herewith.

    Date: 25th January 2011

    Renewal of Tax Residence Certificate

    It was resolved that the:

    Undertakings in the renewal of the TRC be hereby confirmed by the directors abd thatany two of the directors and/or any duly appointed alternate directors and the secretary

    of the fund be hereby authorized to apply for the renewal of the TRC, on behalf of the

    fund.

    Date: 25th February 2011

    Appointment of Pricewaterhousecoopers LLP

    It was resolved that the: PwC be appointed by the company for the preparation of the PFIC Annual Information

    Statements for the tax year from 1st January 2010 to 31st December 2010.

    The engagement letter dated 17th February 2011 be approved.

    Anyone of the directors of the company be authorized to sign the engagement letter for

    an on behalf of the company.

    A copy of duly executed Engagement Letter be kept at the registered office of thecompany.

    Date: 10th March 2011

    Agreement with DTOS Limited and Sundaram Business Services

    It was resolved that the:

    Agreement Relating to Transaction Support Services dated 9 March 2011 and effective

    as from 15 November 2009 with Sundaram Business Services Limited in connection

    with transaction support services to be provided to DTOS Ltd.

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    ABCD

    Client Kotak India Focus Fund Schedule Date

    Period 31 December 2011 Prepared by Shipra

    Subject Board Minutes Reviewed by

    This may be executed in one or more counterparts, all of which when taken together

    shall constitute one instrument between the parties hereto.

    Date: 4th May 2011

    Extension of Companys Team

    It was resolved that the:

    Consent of the board be given for the extension of the term of the company by oneadditional year from 1st September to 31st August 2012.

    A notice to that effect be sent to all Redeemable Participating Shareholders of theCompany and that anyone of the Directors and/or the Secretary of the Company be

    authorized to sign the said notice for and on behalf of the company.

    Date: 17th June 2011

    Approval of Engagement Letter

    It was resolved that the:

    The said engagement letter be approved

    Anyone of the directors or alternate director be authorized to sign te Engagement

    Letter, for and on behalf of the Company.

    A copy of the duly executed Engagement Letter be kept at the registered office of the

    company.

    The resolution may be executed in one or more counterparts, all of which when taken

    together shall constitute one instrument between the parties hereto.

    Date: 21st June 2011

    Transfer of Shares

    It was resolved that the:

    The share transfer form be accepted and 33,747.10 Class B participating Shares

    currently held by Citco of Citco Banking Corporation (NA) NV Ref Challenger Fund,De Ruyterkade 62, PO Box 707, Curacao Netherlands Antilles be transferred to citcoglobal custody (NA) NV o.b.o Advantage Multi Strategy Fund of Citco Banking

    Corporation.

    Date: 28th June 2011

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    ABCD

    Client Kotak India Focus Fund Schedule Date

    Period 31 December 2011 Prepared by Shipra

    Subject Board Minutes Reviewed by

    Approval of financial statements

    It was resolved that the:

    The financial statements be approved

    Anyone of the directors or alternate director be authorized to sign te EngagementLetter, for and on behalf of the Company.

    The audit fees provided in the accounts be approved.

    Date: 30th June 2011

    Second Extension of Companys Term

    It was resolved that the:

    Consent of the board be given for the second extension of the term of the

    company from 1st September 2012 to 31st August 2013.

    Written resolution of the shareholders of the company be passed in lieu of

    holding a special meeting and that the secretary of the company be authorized to

    send a notice relating to the extension of term of the company, together with theaforesaid resolution of all the shareholders of the company.

    Date: 26th August 2011

    Waiver Of Management Fees for the Period from 1 Sep 2012 to 31 Aug 2013.

    It was resolved that the:

    Consent of the board be given to waive the charges for management fees forone year period of extension.

    A notice to that effect be sent to all Redeemable Participating Shareholdersof the company and that anyone to the directors and/or the company secretary be

    authorized to sign the said notice for and on behalf of the company.

    Date: 30th September 2011

    Directors and Officers Liability Insaurance

    It was resolved that the:

    Consent of the board be given for the renewal of the directors and officers

    liability and corporate reimbursement insurance cover for the period from 3 June

    2011 to 2 June 2012.

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    ABCD

    Client Kotak India Focus Fund Schedule Date

    Period 31 December 2011 Prepared by Shipra

    Subject Board Minutes Reviewed by

    To approve the insurance cover of USD 5 million for a premium of 4,500

    USD

    That anyone of the directors of the company or duly appointed alternate

    director be authorized to sign any documents relating to the above insurance cover

    for and on behalf of the company.

    Date: 14th November 2011

    Second Extension of Companys Term

    It was resolved that the:

    Notice shall be sent to all redeemable participating shareholders informingthem of the second extension of the term of the company and that anyone of the

    directors of the company secretary be authorized to sign the said notice for and on

    behalf of the company.

    Date: 28th December 2011

    Resignation and Appointment of Director

    It was resolved that the: To approve the resignation of Mr Venpin as Director on 31st December

    2011.

    Mrs Lina How be appointed as Director of the find with effect from 1st

    January 2012, subject to the approval of the FSC.

    The company secretary and/or and of the directors of the fund be authorized

    to complete all formalities in connection therewith.

    Date: 27th February 2012

    Renewal of Tax Residence Certificate

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    ABCD

    Client Kotak India Focus Fund Schedule Date

    Period 31 December 2011 Prepared by Shipra

    Subject Board Minutes Reviewed by

    It was resolved that the: Undertakings in the renewal of the TRC be hereby confirmed by the directors abd that

    any two of the directors and/or any duly appointed alternate directors and the secretaryof the fund be hereby authorized to apply for the renewal of the TRC, on behalf of the

    fund.

    Date: 9th March 2012

    Appointment of Pricewaterhousecoopers LLP

    It was resolved that the: The engagement letter be approved.

    Anyone of the directors of the company be authorized to sign the engagement letter foran on behalf of the company.

    A copy of duly executed Engagement Letter be kept at the registered office of the

    company.

    .

    Date: 6th April 2012

    Transfer of Shares

    It was resolved that the:

    The share transfer form be accepted and 33,747.10 Class B participating Shares

    currently held by Citco of Citco Banking Corporation (NA) NV Ref Challenger Fund,

    De Ruyterkade 62, PO Box 707, Curacao Netherlands Antilles be transferred to citco

    global custody (NA) NV o.b.o Advantage Multi Strategy Fund of Citco BankingCorporation.

    RESOLUTIONS OF THE SHAREHOLDERS

    Date: 30th June 2011

    Minutes of the annual meeting held at the Registered Office

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    ABCD

    Client Kotak India Focus Fund Schedule Date

    Period 31 December 2011 Prepared by Shipra

    Subject Board Minutes Reviewed by

    It was resolved that the:

    KPMG Mauritius should stay on as Auditor of the company upto the nextannual meeting of shareholders and that their remuneration be fixed by the Board of

    Directors

    Messrs Jimmy Wong Yuen Tien, Eric A Venpin, Louis Didier Merle, Sow

    Man Ah Yuk Shing and Ruchit Puri be Hereby re-appointed as directors of the

    company and shall hold office until next annual meeting of the shareholders.

    Date: 5th August 2011

    Second Extension of Companys Term

    It was resolved that the:

    To approve the second extension of the Term of the company from 1

    September 2012 to 31 August 2013.

    Date: 13 September 2011

    Second Extension of Companys Term

    It was resolved that the: To approve the second extension of the Term of the company from 1

    September 2012 to 31 August 2013.

    Date: 17th October 2011

    Second Extension of Companys Term

    It was resolved that the:

    To approve the second extension of the Term of the company from 1

    September 2012 to 31 August 2013.