Who can certify a board resolution?

Who can certify a board resolution?

It is a general practice that the Board of Directors in its meeting, while passing a resolution on any item of business, authorise any Director or Employee or Officer of the company to sign and issue the certified true copy of the board resolution.

Can a company secretary be a signatory?

Using two “authorised signatories” as defined in the Companies Act 2006 as every director and the company secretary (but note that one individual who is both director and company secretary may not count as two authorised signatories); Using one director’s signature, which must be witnessed; or.

Do board resolutions need to be signed?

There is no length requirement for resolutions, and they can be as long or as short as needed. Like every legal document, resolutions need to be signed and dated by the members of the board as they would do with minutes of meetings.

Does a written resolution need to be signed by all directors?

Directors’ decisions made by written resolution must be unanimous. This means that all eligible directors, i.e. those entitled to vote, must vote for the same view on a matter. All eligible directors must either sign copies of the written resolution, or otherwise agree to it in writing.

Is board resolution same with Secretary certificate?

The Secretary’s Certificate will enumerate the resolutions approved and adopted by the Board of Directors. Consequently, a Board Resolution is a formal document which serves as evidence of the actions and matters taken by the directors of the corporation in the meeting duly held.

Do board resolutions need to be notarized?

There is no requirement that a Board Resolution be notarized. However, when Board Resolutions are used as evidence in court trials, notarization gives more credence to the document.

Who can be appointed as Authorised signatory of a company?

As per Section 21 of Companies Act, 2013 [CA,2013]: a document or proceeding requiring authentication by a company; or contracts made by or on behalf of a company, may be signed by any Key Managerial Personnel [“KMP”] or an Officer or Employee of the company duly authorised by the Board in this behalf.

Is a company secretary an employee of the company?

The Gujarat High Court upheld the view that, it was not provided in section 383A(1) of the Companies Act, 1956 that the secretary of a company should be its employee; therefore, if a person acting as a secretary of a company is not in employment of that company, the provisions of that section of the act are not …

Is board resolution a legal document?

Board Resolution:- Any important decisions taken by the Board of Directors of the Company in Board Meeting and in writing is known as Board Resolution. It’s a Formal and a Legal document binding on the Company.

Are board resolutions notarized?

The Board Resolution is duly signed by the directors present in the meeting. There is no requirement that a Board Resolution be notarized. However, when Board Resolutions are used as evidence in court trials, notarization gives more credence to the document.

Can you appoint a director by written resolution?

The Model Articles (for companies registered after 1.10. 2009) prescribe that: Any person willing to be appointed by a director, and permitted by law to do so can be appointed by ordinary resolution of a general meeting or by resolution of the directors.

Is a board resolution legally binding?

Board resolutions serve as a formal, legal record of certain important decisions. In addition, certain board resolutions serve as proof of compliance. In a legal sense, board resolutions are treated as board decisions that are legally binding.