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shr,i Kanyaka Nagari sahakari Bank Ltd; chandrapur
PROPOSED AMENDMENT TO BYE.LAWS FOR APPROVAL OF
SPECI,AL GENERAL BODY MEETING Dt.2710612021
amendment
mentLawsin the
Bye-Laws
Proposed
In terms of circular
DoR (rcB), BPD.
Cir. No. B I12,05,002 I 2019-
20 datedDecember 31,
2019 it ismandatory forUCBs having
deposit size 100
crores and above
to constitute Board
of Management bY
making necessary
amendment in BYe
laws.
The constitution of Board of
Management to assist the Board
of Di,rectors on foryulation Spoliry and other related matters for
proper functioning of Bank' The
objective, functions, size of FoM,Qualification of members,
Meetings of BoM, Sitting Fees &
Tenure- of .BoM' Details are as
under:-
1. Objective
Under the present legal frameworl$
the Board of Directors of Ba*pefform both the executive and
superuisory roles and has the
responsibility to oversee the
functioningof Bank as a co-operative
society as well as its functions as a
bank, Accordingly, it is proposed to
implement a Eoard of Managemen!
consisUng of members with sPeclal
knowledge and Practica:l
experience in banking to facilitatq
professional management an{
iocused attention to banking related
activities of the Bank'
2. Functions of Board of
Management
i. Rendering expert advice
on all Proposals being Put"'UP to the Board or any
committee of the Board fot'
sanction of loans.
ii, Recommending action
for recovery of NPAs, One
Time Settlement or
ComPromise Settlement
and assisting the Board in
monitoring the same'
Overseeing the
management of funds and
borrowings in the bank
Recor,nmendingproposals for investment
of banKs funds as Per the
board approved PolicY'
Oversight on internal
controls and sYstems andV.
risk
proper functioning of Bank, The- objectivc, functions, size of BoM,
Qualification of , members,
Meetings of BoM, Sitting Fees &,
Tenure of BoM. Details are as under:''1, Objective
Under the present legal frarnework,
,the Board of Directors of Bank
perform both the executive ary,, supetvlsory roles and has the
responsibilitY. . 'to - oversee the
functioning of Bank' as a co-operative
socie,ty, as welli as its functions as a
bank, Accordingly, it is proposed to
implement a Board of Management
consisting of members with speclal
knowledge. ' and PracUcal
experience in banking to facilitate
professional management and
focused attention to banking related
activities of the Bank,'2. Functions of Board of
Malaggment
i.- ' 'Rendering exPert advice on
all ProPosals being Put uP
to the Board or any
committee of the Board for' sanction of loans,
ii. Recommending action forrecovery of NPAs, One
Time Settlement or
ComPromise Settlement
and dssisting the Board in
monitoring the same.
iii.' Overseeing the
management of funds and
borrowings in the bank
iv. Recommendingproposals for investment
of banKs funds as Per
theboard aPProvedpoliry,
v. Oversight on internal
: coritrols and sYstems and
ofBoardofconstitutionTheto theassist BoardManagement
formdlationon ofDirectors'o{mattersrelated forand 0the!'policy
in the
n:
Exlsting
Bye
Laws
Bye Laws
No.
iv,
insertion
... . ":"'..: .- -:.'.-- "'r
New
,Bye-
The BOM (excluding CEO) $rall
have a minimum of five members'
The maximum number of members
in BoM shall not exceed twelve' The
CEO will be non voting member'
4. Qualification of Members
Bank
Exercising oversight on
implementation of
comPuterization,
technologyadopUon and
other incidental issues inttrc
bank.
vii. OVerseeing internal atd'it
and insPection functions
includingcomPliance'
viii. 0versight on complaint
redressal sYstem
lx. Assisting the Board in
formulation of Policles
related to bank*ng
functions illustrativelY
Loan Poliry, Recovery
PolicY ALM and Risk
that Policies are in tune witla
, ' RBI guidelines
x, AnY other responsibilitYas
may be delegated to it bY
3. Size of BOM
All the members shall consist of
persons having sPecial
i<nowledge or practical experience
in respeCt of one or more of the
following matters namelY :-
i. Accountanry
ii, Agriculture and Rural
EconomY
iii, , Banking
iv, Co-oPeration
v. Economics
vi. Finance
vii, Law
viii. Small Scale Industry
ix. Information Technology
x. AnY other subject, whldt
would , in oPinion of the
Reserue Bank of India,be
useful of the Bank
II. The members of BoM shaH at
all times satisfY the "Fit and
ProPer" criteria as Per RBI
Members
However,provided
specifled.
guidelines.BoMthe beof may
ofmembersthefromdrawnDlrectorsofBoardthe
themeet criterlatheynot more
of50 thepercentthan BoM
BoD,beshallmembersBOMallUnder
ix. Assisting the Board !n
foimulation of Policles
functioni illustrativelY
Loan PolicY, - Recovery
PolicY. ALM and Risk
Management etc. to ensure' that Policies are in tune wittt
RBI guidelineq
x" AnY other responsibility as
may be delegated to it bY
BoD
The BOM (excluding CEO) shall hSve
a minimurn of five members' The
maximum number of members ln
BoM shall not' exceed twelYe' The
CEO wilt be non voting member'
Bank
vi. Exercising oversight on
imPlementation of
comPuterization,
techn ologYadoPtion and
other incidental issues ln
the bank.
vii, Overseeing internal
audit' and' insPection-functions
including
comPliance'
viii. Oversight on comPlaint
redressal rystem
4. Quatificdtion of Members
l) AII the members shall consist of
persons having sPecial
i nowteOge 0r practicalexperlence
in resPect of one or more of the
following matters namely :-
i" Account9ncY
li. Agriculture and Rural
EconomY
viii, 'Small
Scale Indusfi
,tx* .Information TechnologY
x. AnY other subject, rylldlwoUld , in oPinion of the
Reserve'Bank of India,be' , useful of the Bank
[) The-members of BoM shall qt
all times satisfY :he "Fit ard
ProPer" criteria as Per RBI
u)
3. Size of B0lrt
iii. . Banking
iv.' -Co''oPeration
v. Economic6
vi. Finance
vii. Law
i ....-. ""
-'.:-'.' ' ' '
have at least two members
from outside the BoD,
IV, A member of BoM can be
appointed in more than
oneBank ,subject tomaximum three ,Provided ffutthere is no overlaPping in area'
of oPeration.
Any disqualificatlon
prescribed for member of a
BoD - under resPective co-
operaUve societies act will also
apply to a members of BoM
5. lvteeting of BoM
BoM may hold meetings at sffiperiodicitY as deemed necessary'
The Chairman of BoM may be
selected bY the members of BoM
from amongst themselves or
appointed bY FoD'_. Under rlo
circumitances the Chairman of
the BoD shall be aPPointed as
Chairman of the BoM and the Bank
shall maintain Proper record of heminutes of the meeting and tfie
same shall be Put uP to BoD . 'fhe
quorum of the meeting shall be two
-third of the total members of BoM,
6. Sitting fees
Mentbers of BoM may be Pald
allowance /sitting fees for thelr
seruices as may be decided bY the
BoD.
7. Tenure of Bolrt
The tenure of BoM shall be 'co-
terminus with tenure ofBoD
at least two mernbers from
outside the BoD'
iv) A member of BoM can be
appointed in more than one
Bank ,subject to maximum
thr-ee ,prbvided that there ls no
overl-appjng in area of operation.
v) Any disqualification prescribed
for member of a BoD under
respective co- oPeratlve
societies act will also aPPIY to a
members of BoM
I. Meeting of Bol,t 1
BoM may hold meetings at such
periodicity 'as deemed necessalY'
The Chairman of BoM may be
selected bY the members of BoM"
from amongst themselves or
appointed bY BoD, Under no
circumstances the Chairman of the
BoD shall be aPPointed as
Chairman of the BoM and the Bank
shall rnaintain proper record of the
minutes of the meeting and the
same shall be Put uP tq BoD ' The
quorum of the meeting shall be two -third of tlre total members of BoM. '
Sitting fees
Members - of BoM' may be Pald
allowance /sitting f€es for thelr
seruices as may be decided bY the
BoD.
7. Tenure of BoM
The tenure of BoM shallbe co-terminus
rvith tenure of BoD
circumstances, BoM shall
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