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Part A - Resolutions - Board of Directors

  1. Buy back of shares
    "Resolved that subject to the approval of shareholders, in terms of Section 68 (2) of the Companies Act 2013, the Board of Directors authorizes to buy back ……………… shares / securities @ Rs_________ per share /Security for Rs__________ ."

    "Resolved further that the general meeting of shareholders of the company be convened and held on_________ (day and date) at_________ (time) at the registered office of the company to consider the buy back of …………….shares / securities @ Rs_________ per share /Security for Rs__________ ."
  2. Acceptance of Deposits---Approval of circular
    "Resolved that in terms of Sections 73 (2) and 76 (1) of the Companies Act 2013 read with Rule 4 of the Companies (Acceptance of Deposits) Rules , 2014, the circular containing the financial position of the company, credit rating , total number of depositors and the amount due is hereby approved."
  3. Inspection of the Books of Subsidiary Company
    "Resolved that in terms of Section 128 (3) of the Companies Act 2013 and Rule 4 of the Companies (Accounts) Rules 2014, Mr./ Ms. …………….(Name and designation …………………) of the Company be and is hereby authorized to carry out inspection of book of accounts and others books and papers of M/S ______________________Ltd, Subsidiary of the Company on ____________(day and date) during business hours at _____________________(Registered office / other place) ."
  4. Casual Vacancy in the Board of Directors of Public Company
    "Resolved that in terms of Article No. …………..Of Articles of Association and Section 161 (4 ) of the Companies Act 2013,Mr/Ms……………….(Name) be and is hereby appointed as Director of the Company till ……….………..( date ) against casual vacancy on account of vacation before the term of office by Mr./Ms. ……………….. , Director of the Company."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. DIR-12 with the Registrar of Companies within 30 days."
  5. Appointment of Director in Place of Director Removed
    "Resolved that in terms of Section 169 (5) of the Companies Act 2013, Mr./Ms. ………………be and is hereby appointed as Director till ……….………..( date) in place of Mr./Ms. …………………… , Director who has been removed from the Board of the Company ."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. DIR-12 with the Registrar of Companies within 30 days."
  6. Noting of Resolution Passed by Circulation
    "Resolved that in terms of Section 175 (2) of the Companies Act 2013, resolution dated _______passed by circulation regarding ……………….-(brief content of resolution) is hereby noted and made part of the minutes of the meeting of the Company."
  7. Exercise of Powers of the Board of Directors on behalf of the Company
    Resolved that in terms of Section 179 (3) of the Companies Act ,2013 and as per the resolution passed by the shareholders in the meeting held on ________ conferring the powers on the Board of Directors, the Board of Directors of the Company hereby approves the matters as under :-
    1. To make call on shareholders @ Rs.________ per share in respect of ______shares ,
    2. To allow buy back of ________shares /securities under Section 68 of the Companies Act, 2013.
    3. To issue ________ shares /securities including debentures in India or abroad @ Rs.______ per share /security /debenture.
    4. To borrow moneys to the extent of Rs ______for the use of the company.
    5. To Invest the funds of the Company to the tune of Rs_____ on behalf of the company
    6. To grant loans or give guarantee or provide security in respect of loans to the tune of Rs____________ in aggregate on behalf of the company.
    7. To approve financial statement as on _______and the Board’s report thereon.
    8. To approve amalgamation , merger or reconstruction of the company with M/S __________ Ltd.
    "Resolved further that the general meeting of the shareholders be conveyed and held on _____________(date & time) at the registered office of the company to consider all or any of the aforesaid matters."
  8. Sanction for Political Contributions
    "Resolved that in terms of Section 182 (1) of the Companies Act 2013 , the political contribution to the tune of Rs _____ during the financial year _________ to __________ (Name of Party ) is hereby approved ."
  9. Disclosure of Interest
    "Resolved that in terms of Section 184 (1) of the Companies Act 2013 and Rule 9 of the Companies (Meetings of Board and its Powers ) Rules , 2014 , the disclosures of interest or change in the disclosures already made by Mr./Ms. _____________,Director are hereby perused and taken on record."
  10. Disclosures of Interest in Contract on Later Date
    "Resolved that Mr./Ms.________, Director of the Company placed his interest in contract or arrangement dated ________ entered into by the company with M/S ______________and in terms of Section 184 (2) and (5) of the Companies Act 2013, the same is perused and is hereby taken on record."
  11. Loan and Investment by the Company
    "Resolved that in terms of Section 186 (5) of the Companies Act 2013 and with the consent of all the Directors present in the meeting, loan of Rs___________ to M/S__________________ on interest @ __________ % per annum for _________________ (months) or guarantee for M/S _________ to the extent of Rs____________ or security or to make investment in the security of any other body corporate to the extent of Rs _______ in the aggregate are hereby approved."
  12. Contract or Arrangement with Related Party
    "Resolved that in terms of Section 188 (1) of the Companies Act 2013 and Rule 15 of the Companies (Meetings of Board and its Powers ) Rules 2014 and also, subject to the approval of the Central Government , the Company be and is hereby authorized to enter into contract or arrangement with M/S ______________in which Mr./Mrs.________________ , Director is interested as a director /shareholder /partner for the goods or materials / services or leasing /disposing of property _______________(description)."
  13. Register of Contracts/Arrangements in Which Directors are interested
    "Resolved that the registers of contracts or arrangements is hereby perused and the same is signed by all the directors present in the meeting."
  14. Appointment of Managing /Whole time Director or Manager
    "Resolved that in terms of section 196(1) and (2) of the Companies Act 2013, Mr./Ms. _________is hereby appointed /reappointed as Managing /Whole time Director or Manager for the period of 5 years with effect from ______at the remuneration of Rs ____ per month plus perquisites viz. ____."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. MR-1 with the Registrar of Companies within 60 days."
  15. Appointment of key Managerial Personnel
    "Resolved that in terms of Section 203 (2) of the Companies Act 2013 ,Mr./Ms. ________is hereby appointed as Chief Executive Officer/Company Secretary /Chief Financial Officer with effect from ________at the remuneration of Rs ______per month plus perquisites viz. __________and the terms and conditions as listed below __________________________."

    "Resolved further that Mr./Ms. ___________________ ,Director /Company Secretary be and is hereby authorized to file Form No. MR-1 with the Registrar of Companies within 60 days."

List of the above mentioned e-Forms with Instruction Kits. Click the URL as desired for pdf forms of following forms:-

 

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