Where is the Sports Infra in 'Sports City'
Sports City Scam www.infralive.com 47 Infra LIVE July 15, 2022 provision of any loan or guarantee. Any write-off of any of the receivables, loan or advances, investment or inventories. m. Approval and adoption of f i nanc i a l s t a t emen t s o r business plan or expenditure plan. n. Settlement, initiation, com- promise, defense, withdrawal of any suit, proceedings, complaints before any court or tribunal or Governmental Authority or with any Third Party provided this paragraph shall not apply in case of any litigation by the Company against Antara under any of the TransactionDocuments. o. Changes in composition of Board or committees of the Board. p. Grant or withdrawal of any power of attorney or other authorizations, including changes to bank account s i gnator i es and powers , except with respect to the ContendControlledAccount. q. Entering into any contracts or arrangements with any party, or terminating or suspending any such contracts or arrange- ments. r. Applying for any licenses, approvals, condonation of delay, compounding, and the like. s. Recruitment of personnel, terms of employment or engagement of such person- nel. t. Any action that has an impact on the construction, develop- ment , marke t i ng , sa l es , operations and management of the Project. u. Establishment or closure of any bank account or banking relationship by the Company, except in relation to the ContendControlledAccount. v. Any agreement, commitment or action to give effect to any of the foregoing. w. All matters prescribed herein shall apply to any subsidiary of the Company. tions, bonus shares, grant of any options, stock apprecia- tion rights, reduction of capital, reclassification or creation of new class or series of Securities. Variation of rights of any class or classes of Security. c. Any transactions with related parties. d. Any transfer or sale of any Security by any Security holder not in compliance with Article 17(k). e. Distribution of capital or profits through dividends, capitalization of reserves or otherwise. f. Any action in relation to (a) a compromise or arrangement with the creditors/ debtors; (b) initiation of a voluntary dissolution or winding up, (c) an involuntary liquidation, dissolution or winding up that is initiated before a court of competent jurisdiction and which petition or application is admitted and advertised. g. Any proposed change in the auditors including statutory auditors. h. Any merger, consolidation, amalgamation or reorganiza- tion. i. Creation of subsidiaries, joint ventures, consolidation, or other business partnerships or combinat ions ( inc luding acquisition of other busi- nesses by way of share pur- chase, asset purchase, or any other mode of acquiring a business), or divestment of any of these. j. Sale, disposition, liquidation, license or transfer of any substantial assets, except to the extent permitted by clause 18.5.3 of the Definitive Agree- ment. k. Ceasing to continue to do business or change in the current business. Any changes to the structure of the business as being operated as on the Execution Date or any change to the BrandName. l. Incurrence of any debt or Directors shall be in terms of clause 11 of the Framework Agree- ment. 39. … Notwithstanding any other provisions of this Agreement, no Affirmative Vote Maters may be considered or decided at a meet- ing of the Shareholders (including at an adjourned meeting) unless Antara has voted affirmatively in favour of such matter. Any meet- ing in contravention of the requirement under this Article shall be held to be a meeting without Quorum and shall there- fore be null and void. 53. The Board shall consist of 5 (five) directors comprised as follows: (a) 3 (three) directors shall be nominated by Logix (each a “ LogixDirector ”); and (b) 2 (two) directors shall be nominated by Antara (each an “ AntaraDirector ”). 60. The presence in person of at least 1 (one) Antara Director and 1 (one) Logix Director shall be required to constitute a quorum (“ Quorum ”). ….. Notwithstand- ing any other provisions of these Articles, no Affirmative Vote Matters may be considered or decided at a meeting of the Board (including at an adjourned meet- ing) unless Antara has voted affirmatively in favour of such matter. Any meeting in contra- vention of the requirement under this Article shall be held to be a meeting without quorum and shall therefore be null and void. Each director on the Board shall have only 1 (one) vote. 64. The following are the Affirma- tive VoteMatters: a. Alteration to the Articles or theMoA. b. Any changes to the capital structure including by way of issuance of any Security, redemption, conversion, retirement, repayment or buy-back of any Security, share-splits/ share consolida-
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