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Generic Corporate Resolution for India

Generic Corporate Resolution Template for India

A Generic Corporate Resolution is a formal document used in Indian corporate governance to record and implement decisions made by a company's governing body. Governed by the Companies Act, 2013, and related regulations, this document serves as an official record of company decisions, whether made by the board of directors or shareholders. It includes essential elements such as the meeting details, resolution text, statutory references, and necessary authorizations. The document must comply with Indian corporate law requirements and may need to be filed with the Registrar of Companies or other regulatory bodies depending on the nature of the resolution.

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What is a Generic Corporate Resolution?

A Generic Corporate Resolution is a fundamental document in Indian corporate governance, essential for documenting and implementing significant company decisions. This document type is required under the Companies Act, 2013, whenever a company needs to formally record decisions made by its board of directors or shareholders. It can be used for various purposes, including but not limited to appointing officers, opening bank accounts, approving financial statements, authorizing business transactions, or amending company policies. The resolution must include specific details such as the date and location of the meeting, the decision made, statutory references, and appropriate signatures. It serves as legal evidence of the company's decisions and may need to be submitted to various authorities such as the Registrar of Companies, banks, or regulatory bodies. The format and content must comply with Indian corporate law requirements and the company's constitutional documents.

What sections should be included in a Generic Corporate Resolution?

1. Title and Company Details: Full legal name of the company, CIN number, registered office address, and date of the resolution

2. Meeting Details: Type of meeting (Board/General), date, time, venue/mode of meeting, and quorum details

3. Attendance: List of directors/members present at the meeting

4. Chair: Identity of the chairperson of the meeting

5. Background and Context: Brief background explaining why the resolution is necessary

6. Resolution Text: The actual resolution being passed, using clear and unambiguous language

7. Statutory Reference: Reference to relevant sections of the Companies Act or other applicable laws

8. Certification: Statement certifying the resolution as true and accurate

9. Signature Block: Space for authorized signatories, typically including Company Secretary and/or Director

What sections are optional to include in a Generic Corporate Resolution?

1. Voting Results: Include when the resolution is passed in a general meeting, showing the count of votes for and against

2. Regulatory Compliance Statement: Include when the resolution requires specific regulatory compliance or filings

3. Financial Impact Statement: Include when the resolution has significant financial implications

4. Implementation Timeline: Include when the resolution requires specific actions to be taken over time

5. Dissenting Notes: Include when there are formal objections or dissenting opinions recorded

6. Authority Delegation: Include when specific powers are being delegated to execute the resolution

What schedules should be included in a Generic Corporate Resolution?

1. Notice of Meeting: Copy of the notice sent to directors/members calling the meeting

2. Supporting Documents: Any relevant documents referenced in the resolution (e.g., valuations, reports)

3. Board/Committee Recommendations: If applicable, recommendations from the board or relevant committees

4. Regulatory Approvals: Copies of any pre-obtained regulatory approvals or permissions

5. Power of Attorney: If applicable, authorization documents for executing the resolution

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

India

Publisher

Ƶ

Document Type

Board Resolution

Cost

Free to use
Relevant legal definitions
























Clauses















Relevant Industries

Banking & Financial Services

Manufacturing

Information Technology

Real Estate

Healthcare

Retail

Energy & Utilities

Telecommunications

Professional Services

Education

Construction

Logistics

Hospitality

Mining

Agriculture

Relevant Teams

Legal

Corporate Secretarial

Compliance

Corporate Affairs

Board of Directors

Corporate Governance

Risk Management

Regulatory Affairs

Executive Management

Finance

Relevant Roles

Company Secretary

Director

Managing Director

CEO

CFO

Legal Counsel

Compliance Officer

Corporate Governance Officer

Board Chairman

Independent Director

Executive Director

Chief Legal Officer

Corporate Affairs Manager

Risk Officer

Regulatory Affairs Manager

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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