COMPANIES ACT. 1029 75 68. The directors may from time to time appoint one or more of their body to the office of managing director or manager for such term and at such remuneration (whether by way of salary, or commission, or participation in profits, or partly in one way and partly in another) as they may think fit, and a director so appointed shall not, while holding that office, be subject to retirement by rotation, or taken into account in determining the rotation or retirement of directors; but his appointment shall be subject to determination ipso facto if he ceases from any cause to be a director, or if the company in general meeting resolve that his tenure of the office of managing director or manager be determined. 69. The amount for the time being remaining undischarged of moneys borrowed or raised by the directors for the purposes of the company (otherwise than by the issue of share capital) shall not at any time exceed the issued share capital of the company without the sanction of the company in general meeting. 70. The directors shall cause minutes to be made in books provided for the purpose— (a) Of all appointments of officers made by the directors; () Of the names of the directors present at each meeting of the directors and of any committee of the directors; Of all resolutions and proceedings at all meetings of the company, and of the directors. and of committees of directors: and every director present at any meeting of directors or committee of directors shall sign his name in a book to be kept for that purpose. The Seal. 71. The seal of the company shall not be affixed to any instru- ment except by the authority of a resolution of the board of directors, and in the presence of a director and of the secretary or such other person as the directors may appoint for the purpose; and that director and the secretary or other person as aforesaid shall sign every instrument to which the seal of the companv is so affixed in their presence Disqualification of Directors. 72. The office of director shall be vacated, if the director— (a) ceases to be a director by virtue of section 141 of the Act; or (b) without the consent of the company in general meeting holds any other office of profit under the company except that of managing director or manager; or becomes bankrupt; or becomes prohibited from being a director by reason of any order made under sections 217 or 275 of the Act; or 1s found lunatic or becomes of unsound mind: or