Fi CTC Generator101 resolutions · Companies Act 2013
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Board Resolutions

99 resolutions
1

First Board Meeting

Section 173(1)Section 174
2

Taking Note of Certificate of Incorporation

Section 173SS-1
3

Taking Note of Memorandum of Association

Section 173SS-1
4

Taking Note of Articles of Association

Section 173SS-1
5

Opening Bank Account

Section 173Section 174
6

Closing Bank Account

Section 173SS-1
7

Authorisation of Bank Signatories

Section 173SS-1
8

Internet Banking Facility

Section 173SS-1
9

Appointment of First Auditor

Section 139(6)Rule 4, Companies (Audit and Auditors) Rules 2014
11

Acceptance of Resignation of Statutory Auditor

Section 140(2)Section 140(3)
12

Appointment of Auditor to Fill Casual Vacancy

Section 139(8)Rule 4, Companies (Audit and Auditors) Rules 2014
14

Appointment of Internal Auditor

Section 138Rule 13, Companies (Accounts) Rules 2014
15

Appointment of Secretarial Auditor

Section 204Rule 9, Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014
16

Appointment of Cost Auditor

Section 148Rule 6, Companies (Cost Records and Audit) Rules, 2014
17

Approval of Financial Statements

Section 129Section 134
18

Approval of Board's Report

Section 134(1)-(7)Rule 8, Companies (Accounts) Rules, 2014
19

Approval of Annual Return

Section 92(1)-(2)Form MGT-7 / MGT-7A
20

Approval of AGM Notice

Section 96Section 101
21

Fixing AGM Date

Section 96SS-2
22

Convening AGM

Section 96Section 101
23

Convening EGM

Section 100Section 101
24

Approval of Postal Ballot Notice

Section 110Rule 20, Companies (Management and Administration) Rules, 2014
25

Approval of Minutes of Previous Meeting

Section 118SS-1 (Board Meetings)
26

Appointment of Chairman for Board Meetings

SS-1 (Secretarial Standard on Board Meetings)Articles of Association
27

Fixation of Record Date/Book Closure

Section 91SS-2
28

Recommendation of Final Dividend

Section 123(1)-(6)Section 124
29

Declaration of Interim Dividend

Section 123(3)-(4)Rule 3, Companies (Declaration and Payment of Dividend) Rules, 2014
30

Transfer of Unpaid Dividend to IEPF

Section 124(1)-(6)Section 125
31

Appointment of Additional Director

Section 161(1)Section 152
32

Regularisation of Additional Director

Section 161(1)Section 152
33

Appointment of Director (by Members)

Section 152SS-2
34

Appointment of Alternate Director

Section 161(2)Rule 6, Companies (Appointment and Qualification of Directors) Rules, 2014
35

Appointment of Nominee Director

Section 161(3)Articles of Association
36

Appointment of Independent Director

Section 149(4)-(13)Section 152
37

Appointment of Managing Director

Section 196(1)-(5)Section 197
38

Reappointment of Managing Director

Section 196(2)Section 197
39

Appointment of Whole-time Director

Section 196Section 197
40

Appointment of Manager

Section 196Section 197
41

Appointment of Chief Financial Officer

Section 203(1)Rule 8, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
42

Appointment of Company Secretary

Section 203(1)Rule 8A, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
43

Removal of Director

Section 169Section 115
44

Resignation of Director

Section 168SS-1
45

Directors' Disclosure of Interest (MBP-1)

Section 184(1)Rule 9, Companies (Meetings of Board and its Powers) Rules, 2014
46

Directors' Declaration under Section 164 (DIR-8)

Section 164(1)Rule 14, Companies (Appointment and Qualification of Directors) Rules, 2014
47

Revision of Directors' Remuneration

Section 197(5)Section 197(3)
48

Revision of Managerial Remuneration

Section 197(1)Section 178
49

Fixing Sitting Fees of Directors

Section 197(5)Rule 4, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
50

Delegation of Powers

Section 179(3)Section 180
51

Authorisation to Director

Section 179Articles of Association
52

Authorisation to Officer

Section 179Articles of Association
53

Authorisation for ROC Filings

Section 179Companies Act 2013 general filing provisions
54

Allotment of Equity Shares

Section 62(1)Section 56
55

Rights Issue

Section 62(1)(a)Rule 13, Companies (Share Capital and Debentures) Rules, 2014
56

Preferential Allotment

Section 62(1)(c)Section 42
57

Private Placement

Section 42Rule 14, Companies (Prospectus and Allotment of Securities) Rules, 2014
58

Bonus Issue

Section 63(1)Rule 14, Companies (Share Capital and Debentures) Rules, 2014
59

Issue of Preference Shares

Section 55(1)Rule 9, Companies (Share Capital and Debentures) Rules, 2014
60

Redemption of Preference Shares

Section 55(2)Rule 9, Companies (Share Capital and Debentures) Rules, 2014
61

Buy-back of Shares

Section 68Rule 17, Companies (Share Capital and Debentures) Rules, 2014
62

Reduction of Share Capital

Section 66(1)-(11)Companies (Share Capital and Debentures) Rules, 2014
63

Increase in Authorised Share Capital

Section 61(1)(a)Section 13
64

Stock Split (Sub-division)

Section 61(1)(d)Rule 15, Companies (Share Capital and Debentures) Rules, 2014
65

Consolidation of Share Capital

Section 61(1)(b)Rule 15, Companies (Share Capital and Debentures) Rules, 2014
66

Issue of Share Certificates

Section 45Rule 5, Companies (Share Capital and Debentures) Rules, 2014
67

Issue of Duplicate Share Certificate

Section 46(2)Rule 6, Companies (Share Capital and Debentures) Rules, 2014
68

Share Transfer Approval

Section 56(1)-(6)Rule 11, Companies (Share Capital and Debentures) Rules, 2014
69

Transmission of Shares

Section 56(1)Rule 11, Companies (Share Capital and Debentures) Rules, 2014
70

Forfeiture of Shares

Articles of Association (AOA)Table F, Companies Act 2013 (Model Articles)
71

Calls on Shares

Section 49Articles of Association (Table F, Schedule I)
72

Variation of Shareholders' Rights

Section 48Companies Act 2013
73

Employee Stock Option Plan (ESOP)

Section 62(1)(b)Rule 12, Companies (Share Capital and Debentures) Rules, 2014
74

Issue of Debentures

Section 71Rule 18, Companies (Share Capital and Debentures) Rules, 2014
75

Borrowings

Section 179(3)(d)Section 180(1)(c)
76

Loans / Guarantees / Investments (Section 186)

Section 186Rule 11, Companies (Meetings of Board and its Powers) Rules, 2014
77

Creation of Charge

Section 77Rule 3, Companies (Registration of Charges) Rules, 2014
78

Modification of Charge

Section 79Rule 3, Companies (Registration of Charges) Rules, 2014
79

Satisfaction of Charge

Section 82Rule 8, Companies (Registration of Charges) Rules, 2014
80

Approval of Annual Accounts

Section 129(1)-(4)Section 134
81

Appointment of Auditor (Casual Vacancy)

Section 139(8)Companies Act 2013
82

Removal of Auditor

Section 140(1)Rule 7, Companies (Audit and Auditors) Rules, 2014
83

Resignation of Director

Section 168Rule 15, Companies (Appointment and Qualification of Directors) Rules, 2014
84

Appointment of Additional Director

Section 161(1)Rule 8, Companies (Appointment and Qualification of Directors) Rules, 2014
85

Change in Financial Year

Section 2(41)Rule 4, Companies (Accounts) Rules, 2014
86

Related Party Transaction Approval

Section 188(1)Rule 15, Companies (Meetings of Board and its Powers) Rules, 2014
87

Approval of Contracts / Agreements

Section 179(3)Companies Act 2013
88

Grant of Power of Attorney

Section 179(3)Power of Attorney Act, 1882
89

Change of Registered Office (Within Same City)

Section 12(4)Rule 27, Companies (Incorporation) Rules, 2014
90

Change of Registered Office (Same State, Different City)

Section 12(5)Rule 28, Companies (Incorporation) Rules, 2014
91

Change of Registered Office (Different State)

Section 13(4)Rule 30, Companies (Incorporation) Rules, 2014
92

Alteration of Memorandum of Association

Section 13Companies Act 2013
93

Alteration of Articles of Association

Section 14Companies Act 2013
94

Conversion of Private Company to Public Company

Section 14Section 18
95

Change in Name of Company

Section 13(2)Rule 29, Companies (Incorporation) Rules, 2014
96

Voluntary Winding Up (Members' Voluntary Winding Up)

Section 59, Insolvency and Bankruptcy Code 2016 (Fast Track)Section 304-323, Companies Act 1956 (as applicable transitionally)
97

Striking Off / Closure of Company

Section 248(2)Rule 4, Companies (Removal of Names of Companies from the Register) Rules, 2016
98

Appointment of Internal Auditor

Section 138Rule 13, Companies (Accounts) Rules, 2014
99

Appointment of Secretarial Auditor

Section 204Rule 9, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
100

CSR Policy & Committee Formation

Section 135Rule 3-5, Companies (Corporate Social Responsibility Policy) Rules, 2014
101

Whistleblower / Vigil Mechanism Policy

Section 177(9)-(10)Rule 7, Companies (Meetings of Board and its Powers) Rules, 2014

Shareholders Resolutions

2 resolutions