Board Resolution Generator

Companies act through their boards, and a board’s decisions are recorded as resolutions. A bank will not open an account, a lender will not release a loan and a registrar will not accept a change of address unless it sees a resolution that authorises the step. Writing these in the usual form is routine for a company secretary but daunting for a small business owner. This tool drafts the common ones.

The company and the meeting

Enter the company name, an optional registration or CIN number and the registered office. Choose how the resolution is passed: at a meeting of the board, which produces minutes, or by written resolution. Add the date, the place, the chairperson and the directors present or signing, one per line. For a meeting, the document records that a quorum was present and the meeting was properly called, and for a written resolution it records that the resolution was circulated to the directors and passed by their signatures.

Choosing the resolution

Eight types are available. “Open a bank account and appoint authorised signatories” needs the bank and branch and the authorised person with their designation. “Authorise a person to sign documents for the company” needs the person. “Approve borrowing from a bank or lender” adds the lender and the amount. “Appoint a director” names the director. “Approve entering into a contract” adds the other party and the value. Further options change the registered office or approve the annual accounts, and a last option lets you type your own resolved text.

What the document says

The central part is the “RESOLVED THAT” clause, followed by “RESOLVED FURTHER THAT” for the authority given. For a bank account, for example, the company opens a current account with the named bank and branch and authorises the bank to act on the instructions in the account opening form, and the named director may operate the account, sign cheques and instructions and sign the forms needed. The chairperson signs, a line confirms that there was no other business, and a certified true copy block, for a director or company secretary with name, date and seal, completes the page.

Two worked resolutions

The first sample, dated 10 November 2026, is for Harbour Goods Private Limited, with CIN-style number U52100MH2020PTC123456 and its office at 8 Quay Street, Mumbai. Ramesh Kulkarni chairs a meeting with Neha Joshi and Dev Malhotra present. The board resolves to open a current account with State Bank of India, Fort Branch, Mumbai and authorises Neha Joshi, Director, to operate it and sign cheques and instructions. The second sample is a written resolution for Maple Teas Ltd approving borrowing of £150,000 from Harbour Bank plc.

Before it goes to the bank

Check the company’s articles of association for who may pass the resolution, how many directors make a quorum and what notice a meeting needs. Make sure the names of the directors match the company’s records. Keep the minutes in the company’s minute book, file anything the law requires to be filed, and give the bank a certified copy rather than the original.

Limits

Company law decides who may pass which resolutions, the notice and quorum needed and what must be filed with the registrar, and it differs between countries and company types. This template does not check any of that and is not legal advice. Have a company secretary or lawyer review the resolution if the decision is significant, such as a large loan or a change in who controls the company.

Related tools

• Power of Attorney Draft Generator delegates authority for an individual, which is a different instrument from a board decision.
• Affidavit Format Generator writes sworn declarations that banks occasionally require with a resolution.
• Bank Letter Generator covers letters to a branch from an account holder.
• NDA Generator protects company information that is shared during a financing.