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XXXX (KENYA) LIMITED

DIRECTORS’ RESOLUTION

AT A MEETING OF THE BOARD OF DIRECTORS HELD AT NAIROBI


ON THE … … … DAY OF … … … … … 2001 AT … … … A.M/P.M.
PRESENT WERE:

THE CHAIRMAN REPORTED that arrangements had been made with Xxxx
Commercial Bank Limited, Victor House, Kimathi Street, Nairobi to grant to the
Company credit facilities not exceeding the sum of Kenya Shillings Three Million
(K.Shs.3,000,000.00).

IT WAS RESOLVED that the Company should borrow from the Bank in manner
aforesaid sums not exceeding Kenya Shillings Three Million (K.Shs.3,000,000.00).

IT WAS FURTHER RESOLVED that the Directors be and are hereby authorised to
create a first fixed and floating Debenture for Kenya Shillings Three Million
(K.Shs.3,000,000.00) over all the assets undertaking goodwill receivables and inventory
both present and future and uncalled share capital of the company in favour of Xxxx
Commercial Bank Limited and to execute all the necessary documents as may be
required by the Bank in this connection.

The above is certified a true copy of


the Resolution of the Board of Directors

_______________________ ______________________
DIRECTOR DIRECTOR/SECRETARY

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