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Ordinary Resolution Of Shareholders

Ordinary Resolution Of Shareholders Template for India

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Key Requirements PROMPT example:

Ordinary Resolution Of Shareholders

"I need an Ordinary Resolution of Shareholders for appointing Mr. Rajesh Kumar as an Additional Director to the Board of Directors of our technology company, with the appointment to be effective from March 15, 2025."

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Document background
An Ordinary Resolution of Shareholders is a crucial corporate governance tool used in Indian companies for making routine business decisions that require shareholder approval. Under the Companies Act, 2013, this type of resolution requires a simple majority (more than 50%) of shareholders who are entitled to vote and do so, either in person or by proxy at a general meeting, or through postal ballot. The document is used for matters such as increasing share capital, appointing directors, approving financial statements, declaring dividends, and other day-to-day corporate decisions. It must include specific details about the meeting, the resolution text, voting results, and appropriate authentication. The resolution becomes legally binding once passed and may need to be filed with the Registrar of Companies depending on the subject matter.
Suggested Sections

1. Title and Company Details: Full legal name of the company, CIN (Corporate Identity Number), registered office address

2. Type of Resolution: Clear statement that this is an Ordinary Resolution

3. Date and Time: Date and time of the meeting or postal ballot through which the resolution is being passed

4. Notice Reference: Reference to the notice through which the resolution was proposed

5. Resolution Text: The exact text of the resolution being put to vote, clearly stating the matter to be decided

6. Explanatory Statement: As required under Section 102 of the Companies Act, providing material facts concerning the resolution

7. Voting Results: Details of votes cast in favor and against, including percentage of votes

8. Declaration: Formal declaration of the resolution being passed by requisite majority

9. Authentication: Signature of the authorized person (usually Chairman or Company Secretary) certifying the resolution

Optional Sections

1. Background Information: Additional context about why the resolution is being proposed, used when the matter requires more detailed explanation

2. Regulatory References: Specific references to relevant sections of the Companies Act or other regulations, included when the resolution relates to statutory compliance

3. Director's Interest: Disclosure of any directors' interest in the subject matter, included when the resolution concerns matters where directors have personal interest

4. Recommendation: Board's recommendation on the resolution, included when the board wishes to provide guidance to shareholders

5. Notes: Additional procedural information or clarifications, included when there are special instructions or information for shareholders

Suggested Schedules

1. Voting Pattern Analysis: Detailed breakdown of voting patterns including promoter group, public institutions, and retail shareholders

2. Scrutinizer's Report: Report from the appointed scrutinizer confirming the validity of the voting process and results

3. Supporting Documents: Any relevant documents referenced in the resolution or necessary for understanding the resolution

4. Form MGT-14: Copy of the form filed with Registrar of Companies (if the resolution requires filing)

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
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Relevant Industries

Banking and Financial Services

Information Technology

Manufacturing

Healthcare

Real Estate

Retail

Energy and Utilities

Telecommunications

Mining and Resources

Transportation and Logistics

Consumer Goods

Professional Services

Media and Entertainment

Education

Agriculture

Relevant Teams

Legal

Corporate Secretarial

Compliance

Corporate Governance

Board of Directors

Corporate Affairs

Regulatory Affairs

Finance

Executive Leadership

Investor Relations

Relevant Roles

Company Secretary

Legal Counsel

Corporate Lawyer

Compliance Officer

Board Secretary

Managing Director

Chief Executive Officer

Chief Financial Officer

Director of Legal Affairs

Corporate Governance Officer

Board Director

Chairman

Vice President of Legal

Regulatory Affairs Manager

Corporate Affairs Manager

Industries





Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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