24 May 2023
Dear Sir/Ma'am, Question -1. I want to know that What is the uses of Board Resolution in pvt Ltd company and where how to uses for it if i want to opned the additional bank account or closed the bank account then will i have to making the borad resolution. Question-2. if i maked the board resolution can i upload board resolution in any portal so please reply me on this matter.
09 July 2024
### 1. Uses of Board Resolution in a Private Limited Company
**Board Resolution** is a formal document that records decisions made by the board of directors of a company. It is used to:
- **Authorize Actions**: Approve significant actions like opening or closing bank accounts, appointing or removing directors, approving financial statements, etc. - **Ensure Compliance**: Ensure the company complies with legal and regulatory requirements. - **Maintain Records**: Keep an official record of decisions made for future reference and accountability.
#### Opening or Closing a Bank Account
If you want to open or close a bank account for a private limited company, a board resolution is typically required. Here's how to use it:
1. **Draft the Resolution**: Create a document stating the decision, including details like the bank's name, the type of account, and authorized signatories. 2. **Approval**: Have the resolution approved in a board meeting by a majority vote of the directors. 3. **Sign and Certify**: The resolution should be signed by the chairman of the meeting or any authorized director and then certified by the company secretary (if applicable). 4. **Submit to the Bank**: Provide a certified copy of the resolution to the bank along with any other required documents.
**Sample Board Resolution for Opening a Bank Account:**
```plaintext CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF [Company Name] HELD ON [Date] AT [Time] AT [Registered Office Address]
RESOLVED THAT a current account be opened with [Bank Name], [Branch Name], [City] in the name of [Company Name], and that the said bank be and is hereby authorized to honor all cheques, drafts, and other orders drawn and all bills accepted on behalf of the company by the following authorized signatories:
[Names and Designations of Authorized Signatories]
RESOLVED FURTHER THAT the said bank be and is hereby instructed to act upon any instructions given by the said signatories in relation to the account, whether the account be in credit or overdrawn.
CERTIFIED TRUE COPY For [Company Name] _________________________ [Name of Director/Company Secretary] [Designation] [Date] ```
### 2. Uploading Board Resolution
There is no central portal for uploading board resolutions in India. However, certain situations might require you to submit board resolutions to specific entities:
- **Registrar of Companies (RoC)**: For certain decisions, like change of directors or registered office, you need to file resolutions with the RoC through the MCA portal. - **Banks and Financial Institutions**: When opening or closing bank accounts, you need to submit a certified copy of the board resolution to the bank. - **Regulatory Authorities**: For specific regulatory compliance, you might need to submit resolutions to SEBI, RBI, etc.
#### Steps to Upload or Submit Board Resolution
1. **Certified Copy**: Prepare a certified true copy of the board resolution. 2. **Relevant Portal**: Identify the relevant portal or entity (e.g., MCA, bank, regulatory body). 3. **Upload/Submit**: Follow the specific instructions for uploading or submitting the document. For example, for the MCA portal: - Log in to the MCA portal ([MCA Portal](https://www.mca.gov.in/)). - Go to "e-Forms" and select the appropriate form (e.g., Form MGT-14 for resolutions). - Fill out the form and upload the certified copy of the resolution. - Pay the required fee and submit the form.
**Note**: Ensure that all documents are correctly certified and comply with the required format and procedures specified by the relevant authorities.
By following these steps, you can effectively use and submit board resolutions for various business needs. Always consult with a professional advisor or company secretary for specific requirements and compliance-related matters.
CAclubindia
