Board resolution — opening a bank account

The resolution every bank asks a newly incorporated company for before it will open a current account.

When you would use this

Your company is incorporated and you are opening its first current account. The bank will want a certified copy of a board resolution naming the account, the bank, and who is authorised to operate it.

What goes wrong with this one

The document is the easy part. These are the things we actually see get it rejected or cause a problem later.

Name the authorised signatories individually and say how they sign — singly, or two jointly. "Any director" is the phrasing that causes a problem later, when a director leaves.
The resolution must be passed at a properly convened board meeting and recorded in the minute book. The certified copy the bank keeps is an extract of a real record, not a document created for the bank.
Certify it as a true copy under the signature of a director or the company secretary, with the company seal if you have one.
Keep the minutes. The signed minute book is the record; the bank's copy is not.

The template

Every placeholder is written in [SQUARE BRACKETS] so an unfilled one is impossible to miss in a printed document.

Board resolution — opening a bank account

[COMPANY LETTERHEAD]

CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF
DIRECTORS OF [COMPANY NAME], CIN [CIN], HELD AT [PLACE] ON [DD MONTH YYYY]
AT [TIME]


OPENING OF A BANK ACCOUNT

"RESOLVED THAT a current account in the name of the Company be opened with
[BANK NAME], [BRANCH NAME AND ADDRESS], and that the said bank be and is hereby
requested to honour cheques, bills of exchange and other instruments drawn on
the said account.

RESOLVED FURTHER THAT the said account be operated by the following, in the
manner stated:

    1. [NAME], [DESIGNATION], DIN / PAN [NUMBER]
    2. [NAME], [DESIGNATION], DIN / PAN [NUMBER]

    Mode of operation: [singly / jointly by any two of the above]

RESOLVED FURTHER THAT [NAME], [DESIGNATION], be and is hereby authorised to
complete and sign the account opening forms, submit such documents as the bank
may require, and do all such acts as may be necessary to give effect to this
resolution.

RESOLVED FURTHER THAT a certified true copy of this resolution be furnished to
the bank, and that the bank be informed in writing of any change in the
authorised signatories."


                                       Certified true copy
                                       For [COMPANY NAME]


                                       _____________________________
                                       [NAME]
                                       [Director / Company Secretary]
                                       DIN / Membership number: [NUMBER]
                                       Date: [DD MONTH YYYY]

This is a starting point, not advice

It is a general template and is not tailored to your business. Requirements change, and some vary by state. Have the completed document checked before you sign, file or rely on it.