Draft Board Resolution for Related Party Transaction

Draft Board Resolution for Related Party Transaction

August 09, 2016
     

As per the provisions of Section 188(1) of the Companies Act, 2013 Except with the consent of the Board of Directors given by a resolution at a meeting of the Board and subject to such conditions as may be prescribed, no company shall enter into any contract or arrangement with a related party with respect to—

(a)  sale, purchase or supply of any goods or                materials;
(b)  selling or otherwise disposing of, or buying,       property of any kind;
(c)  leasing of property of any kind;
(d)  availing or rendering of any services;
(e) appointment of any agent for purchase or sale of   goods, materials, services or property;
(f)  such related party's appointment to any office or  place of profit in the company, its subsidiary    company or associate company; and
(g) underwriting the subscription of any securities or  derivatives thereof, of the company:



Draft Board Resolution for Related Party Transaction


RESOLVED THAT pursuant to the provisions of section 188 of the Companies Act, 2013 (as amended or re-enacted from time to time) read with rule no 15 of the Companies (Meeting of Board and its Powers) Rules 2014, the consent be and is hereby accorded for entering into a contract with ……. [Name of related party], the copy of which is laid before the meeting and initialled by the chairman for the purpose of identification and that the said contract be executed under the Common Seal of the Company, such execution to be under the signature of any two directors and Secretary of the company

RESOLVED FURTHER THAT pursuant to the provisions of section 189 of the Companies Act, 2013 (as amended or re-enacted from time to time) read with rule no 16 of the Companies (Meeting of Board and its Powers) Rules 2014, Mr./Ms. ……………….. [Name of person], director/company secretary of the Company be and is hereby authorized to do the necessary entries in the Register of contracts or arrangements in which directors are interested and authenticate them.

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