resolution u/s 295(1)(e)

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Querist : Anonymous

Querist : Anonymous (Querist)

20 May 2011 pl. provide the format of Board Resolution u/s 295(1)(e) for giving loan to a company in which MD is common.

prasad

prasad (Expert)
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20 May 2011 Please refer the book "GUDIE TO COMPANY NOTICES MEETINGS RESOLUTIONS & MINUTES" written by M C Bhandari a Publication by Wadhwa & Company

Querist : Anonymous

Querist : Anonymous (Querist)

20 May 2011 Bhandari only contains resolution u/s 295(1)(a)which does not seem to be exhaustive

Asha Kanta Sharma

Asha Kanta Sharma (Expert)
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21 July 2025 Here’s a sample Board Resolution under Section 295(1)(e) of the Companies Act, 1956 (now corresponding to Section 186 of Companies Act, 2013) for giving loan to a company in which the Managing Director (MD) is common:

BOARD RESOLUTION
(Under Section 295(1)(e) of the Companies Act, 1956 / Section 186 of Companies Act, 2013)

Date: [Date of Board Meeting]

**“RESOLVED THAT pursuant to the provisions of Section 295(1)(e) of the Companies Act, 1956 (or Section 186 of the Companies Act, 2013) and other applicable provisions, if any, and subject to necessary approvals and compliances, consent of the Board be and is hereby accorded to give a loan / advance / make investment to [Name of Company], in which Mr./Ms. [Name of MD], Managing Director of the Company, is also a director / common MD, up to a maximum amount of Rs. [Amount], on such terms and conditions as the Board may deem fit.

FURTHER RESOLVED THAT the Board hereby authorizes Mr./Ms. [Name], [Designation], to do all such acts, deeds, and things as may be necessary to give effect to this resolution including filing necessary forms with the Registrar of Companies.”**

By Order of the Board
For [Company Name]

[Name]
Chairman / Managing Director

Note:

Under Companies Act, 2013, Section 186 governs loans and investments by companies.

Ensure the transaction is within the limits prescribed and required approvals from shareholders or the Board are obtained as applicable.

Also, MD being common director creates interest; such transactions must be disclosed and approved transparently.

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