Mr. Kilaza is a member of Usa River Springs Limited (URS Ltd); a private company, registered under the Companies Act, 2002 with a share capital of Tshs 1 billion, divided into 1,000,000 shares of Tshs 1,000 each. URS Ltd has issued 500,000 to its current 25 members of which 300,000 of the issued shares were fully paid on allotment. To date the company is yet to receive the outstanding balance of the unpaid-up capital. The Board of Directors of URS Ltd is composed of Mr. Vuvuzela who is also the chairman of the Board of Directors, Ms. Chaurembo Maridadi, Mr. Bishoo Nyangema and Mr. Tumbotumbo Mitomingi. The articles of association of URS Ltd has a clause which provides that any decision for the URS Ltd to borrow more than Tshs 150 million or its equivalent if borrowing is of foreign currency must be supported by the majority of the members of the Board of Directors who attend a meeting in which a proposal for borrowing is tabled. If such proposal gets the required support, the same must be sanctioned by ordinary resolution in a URS Ltd meeting. In October 2013 Mr. Vuvuzela using his position as the Chairperson of the Board of Directors negotiated and finally executed a loan agreement with Tunawezesha Bank Ltd (TB Ltd), in which TB Ltd granted URS Ltd 200 million. In a board of Directors meeting in November 2013 other members of the Board questioned Mr. Vuvuzela about his decision to borrow the amount without complying with the articles of association of URS Ltd. He defended his decision by claiming that the Companies Act 2002 justified his decision because it vests powers and duties to manage companies on directors. Mr. Kilaza approaches you for the legal opinion on the following matters; The validity of decision by Mr. Vuvuzela alone to borrow 200 million. Other available avenues to finance the company apart from borrowing for URS Ltd to raise 200 million. Should contain legal authorities based in tanzania Law of business association