Document background
A Directors Resolution is a crucial corporate governance document used in Indian companies to formally record decisions made by the board of directors. It is required under the Companies Act, 2013, and must comply with various regulatory requirements including Secretarial Standards issued by the Institute of Company Secretaries of India. These resolutions can be passed in physical board meetings or through circular resolutions, and may address matters ranging from routine operational decisions to significant corporate actions such as mergers, acquisitions, borrowings, or changes in company policies. The document serves multiple purposes: it creates a legal record of board decisions, demonstrates compliance with corporate governance requirements, and can be used as evidence of authority for executing various corporate actions. Each resolution must include specific details about the meeting, attendees, and the exact decision being made, along with appropriate certifications and signatures.
