Board Resolution Generator
Enter your company details and purpose to generate a clean, printable certified true copy of a board resolution — for opening a bank account, appointing an auditor, authorising a signatory or more. Ready to Print or Save as PDF.
- Free — no sign-up
- Instant, on-screen results
- Built by our CA · CS team
- Rules cited on the page
Board resolutions, minutes & ROC filings done right
Our CS team drafts your resolutions, maintains statutory registers and files with the ROC.
Disclaimer: This generator produces an indicative draft board resolution for reference only. It is not legal advice. Actual resolutions must reflect the true proceedings of a validly convened board meeting with quorum, and should be reviewed by a professional before signing or filing.
How it works
A board resolution is the formal record of a decision taken by a company's board of directors. Banks, the ROC and other authorities routinely ask for a certified true copy. Generate a clean draft in four steps — no login, nothing leaves your browser.
Enter company details
Add your company name, registered office, CIN and the date of the board meeting.
Pick the purpose
Choose bank account, auditor appointment, signing authority, change of registered office, or write your own custom matter.
Watch it build
The certified true copy renders live on the right, with the RESOLVED THAT body generated from the purpose you selected.
Print / Save PDF
Hit Print / Save PDF. Only the resolution prints, ready for signature, seal and certification.
Key terms explained
Board resolution vs special resolution
A board resolution is passed by the directors in a board meeting for routine management decisions. A special resolution is passed by the shareholders (members) in a general meeting, needs a 75% majority, and is used for major matters like altering the MOA/AOA or shifting the registered office outside a state.
Certified true copy
A copy of the resolution certified to be a true and correct extract of the minutes, signed by a Director or the Company Secretary. Banks and authorities rely on the certified true copy rather than the full minute book.
When it is required
Banks require it to open a current account and set operating authority. The ROC requires resolutions for actions like appointing an auditor (Form ADT-1) or changing the registered office (INC-22). Vendors and portals also ask for one to authorise a signatory.
Quorum
A board meeting is valid only with a quorum — one-third of the total directors or two directors, whichever is higher (Section 174). Resolutions passed without quorum are not valid, so record the directors present accurately.
Questions people ask
Short answers on Board Resolution Generator. Tap a question to open it.
01What is a board resolution?
It is the formal written record of a decision taken by a company's board of directors, either at a board meeting or by circulation. It authorises a specific act — opening a bank account, appointing a signatory, borrowing, or approving a contract — and forms part of the company's statutory records.
02When will someone ask me for a certified board resolution?
Banks ask for one to open or operate an account and to register signatories; the ROC, GST department, tender authorities and lenders ask for one to confirm that a named person is authorised to act for the company.
03Who signs and certifies a board resolution?
A director or the company secretary certifies it as a true copy of the resolution passed. It is issued on the company letterhead and carries the date of the meeting, the quorum and the text of the resolution as passed.
04Can a private limited company pass a resolution by circulation?
Yes, for most matters. A resolution by circulation is sent to all directors and is passed when approved by a majority. Certain items reserved by section 179 and Rule 8 must be passed at a properly convened board meeting.
05Is a board resolution needed for an LLP or a partnership firm?
No. LLPs pass a designated partners' or partners' resolution and firms pass a partners' authority letter — the concept is similar but the Companies Act format does not apply. Ask us if you need the LLP version.
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Disclaimer: This tool gives indicative results for general guidance only and is not professional advice. Please verify with a qualified CA before acting on the numbers.