Minutes of First Board Meeting

MINUTES OF THE FIRST BOARD MEETING OF ………………………………………….. HELD ON …………DAY ………..TH DAY OF ………………, ……………… AT ……00 A.M. AT THE REGISTERED OFFICE AT ……………………………………………………….

PRESENT :  

1.  MR. ………………………….                 :        Director

2. MR. ………………………….                 :        Director

3. MR. ………………………….                 :        Director

4. MR. ………………………….                 :        Director

5. MR ………………………….                  :        Director

1. CHAIRMAN

Mr. …………………………………… was unanimously elected as Chairman of the Company. He therefore occupied the chair and welcomed the Directors at the First Meeting of the Board of Directors.  Thereafter he ascertained the quorum, and taken that the meeting was duly convened and properly constituted and agenda of the meeting was taken up.

2. LEAVE OF ABSENCE 

All the members were present; hence no leave of absence was required.

3. CERTIFICATE OF INCORPORATION 

The Certificate of Incorporation having Registration No. ………………………………… dated ………………. and a copy of Memorandum and Articles of Association registered with the Registrar of Companies, Mumbai were placed before the Board.  The Board noted the same.

4. OBTAINING OF COMMENCEMENT CERTIFICATE

It was unanimously:

“RESOLVED THAT necessary documents be filled with the registrar of Companies Mumbai, for obtaining certificate of commencement of business”.

FURTHER RESOLVED THAT any one Director of the company be and is hereby authorized to sign necessary papers and documents to be filled with the registrar of companies Mumbai.”

6. FIRST AUDITORS OF THE COMPANY 

The Board discussed the appointment of its auditors of the company and unanimously passed the following resolution.

“RESOLVED THAT M/s.  ———-Chartered Accountants, ………………… be and are hereby appointed as First Auditors of the company for a remuneration to be mutually settled between the Auditors and the Board of Directors and the said Auditors shall hold this office till the conclusion of the 1st Annual General Meeting of the Company”. 

7. ADOPTION OF COMMON SEAL 

The Chairman placed before the Board the proposed Common Seal of the Company for perusal. The Board perused the Common Seal and after discussion passed the following resolution:

“RESOLVED THAT the Seal as produced at this meeting be and is hereby approved and adopted as the Common Seal of the Company and that an impression of same be affixed in the margin of the minutes of this meeting and initialed by the Chairman. 

“RESOLVED FURTHER THAT the said Common Seal be kept in the safe custody of Directors of the Company.”

8. TO OPENING OF BANK ACCOUNT WITH STATE BANK OF PATIALA

A proposal to open a current Account with the …………………, Branch …………… was placed before the Board for conducting its day-to-day financial transactions. After discussions, the Board passed following resolution unanimously: 

RESOLVED THAT a bank account for the Company be opened with Bank Of Baroda, Branch …………… and that the said bank be and is hereby authorised to honour cheques, bills of exchange and promissory notes drawn, accepted or made on behalf of the company severally by Sh. ________ & Sh. __________, Directors of the company and to act on any instructions so given related to the account, whether the same be overdrawn or not, or relating to the transactions of the Company.

9. ISSUE OF SHARE CERTIFICATES TO THE SUBSCRIBER OF MEMORANDUM OF ASSOCIATION OF THE COMPANY

“RESOLVED THAT Equity shares of Rs. 10 each be issued to the following persons, who have subscribed to the Memorandum of Association of the Company as detailed below: –

1. Sh. _________

2. Sh. _________

“FURTHER RESOLVED THAT the share certificates to the above named subscriber to the memorandum of association of the company be issued under the common seal of the company and Any Directors of the company be and are hereby authorized to sign the said share certificates.” 

9. VOTE OF THANKS

 There being no other business the meeting concluded with vote of thanks to the Chair.

PLACE :   ……………

DATE   :  …………………                                                                                                                       CHAIRMAN