Board Resolution Numbering

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JYOTI

Business

41 Points Posted on 12 September 2021

What should be the resolution number of this board meeting?

Board Resolution for Form INC 20-A
I have incorporated a new private limited company. Since the date of incorporation, there were 8 board resolutions so far. like the resolution to open a bank account, resolution to appoint the statutory auditor, etc. Now when the board meets again for the Commencement of Business what should be the resolution number whether it will be 1 or it will be the next number after the previous resolution number that is 9.

Replies (3)

Quick Summary

This discussion clarifies how to number board resolutions for a newly incorporated private limited company. It addresses whether resolutions passed before commencing business should restart numbering at '1' or continue a sequential series. The consensus, supported by ICSI guidance, is that companies can adopt a consistent numbering system, either by calendar year, financial year, or continuous numbering across years. The key is to maintain uniformity and ease of reference for all resolutions.

D.K. Sharma

47 Points Posted on 12 September 2021

Within a financial year number continue in series

JYOTI

Business

41 Points Posted on 12 September 2021

Originally posted by : D.K. Sharma
	Within a financial year number continue in series

Dear Sharmaji,

Thanks for answering my question. I mean want to know.

Resolutions passed after Incorporation but before the commencement of business,
and Resolutions passed after the commencement of business.

Suppose my company's date of incorporation is 10 AUG 2021 and now the company wants to file Form INC-20A, for that one board resolution needed. Suppose 8 resolutions are already passed so what should be the resolution number needed for Form INC-20A. Whether it will be 9 or 1. Does the financial year start after incorporation or after the commencement of business?

anil jain

Partner

855 Points Posted on 13 September 2021

Following is the extract from Guidance Note on Board Meeting issued by ICSI

Numbering of Resolutions Every such Resolution shall carry a serial number. During e-filing, companies are required to quote Resolution numbers in certain cases. Numbering would facilitate the above and also enable ease of reference. The company may choose to follow its existing system of numbering, if any or any new system of numbering, which should be distinct and enable ease of reference or cross-reference. Illustrations (i) Serially numbering on Calendar Year basis: “Circular Resolution No. 1/2015”, “2/2015”, “3/2015” and so on…. (ii) Serially numbering on financial year basis: “Circular Resolution No. 1/2015-16”, “2/2015-16”, “3/2015-16” and so on… (iii) Continuous numbering across years: Circular Resolution No. 10, 11, 12 … and so on... In any case, the company should follow a uniform and consistent system while numbering the Resolutions