Resolutions at first board meeting after incoporation

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Querist : Anonymous

Querist : Anonymous (Querist)

23 December 2014 My co. is private ltd. co. I want to know which resolutions to be passed at 1 st Board meeting after its incorporation and which are required to file with roc.

Thanx in advance.

CS Mitesh Mehta

CS Mitesh Mehta (Expert)
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23 December 2014 Illustrative list of items of business for the Agenda for the First Meeting of the Board of Directors of the Company

1. To appoint the Chairman of the Meeting.
2. To note the Certificate of Incorporation of the company, issued by the Registrar of Companies.
3. To take note of the Memorandum and Articles of Association of the company, as registered.
4. To note the situation of the Registered Office of the company.
5. To confirm/note the appointment of the first Directors of the company.
6. To read and note the notices of disclosure of interest given by the Directors. (Need to be filed in MGT 14 within 30 days)
7. To consider the appointment of Additional Directors (if any)
8. To consider the appointment of the Chairman of the Board.
9. To fix the financial year of the company.
10. To consider the appointment of the first Auditors.
11. To adopt the Common Seal of the company.
12. To open bank accounts of the company.
13. To authorise printing of share certificates.
14. To authorise the issue of share certificates to the subscribers to
the Memorandum and Articles of Association of the company. (If subscription amount is received)
15. To approve preliminary expenses and preliminary contracts.
16. To consider the appointment of the Managing Director/Whole time Director/Manager and Company Secretary, if applicable and other senior officers. (File form DIR 12 & MR-1 (in case of appointment of KMP)

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