A Board Resolution For Authorization To Sign Loan Documents is a crucial corporate document required in India whenever a company seeks to obtain financing from banks or other lending institutions. This document, mandated under the Companies Act, 2013, serves as formal evidence that the company's board has approved the borrowing and delegated authority to specific individuals to execute the loan documentation. It is typically required by lenders as part of their due diligence process to ensure proper corporate authorization. The resolution must specify details such as the loan amount, lender information, authorized signatories, and the scope of their authority. It needs to be drafted in compliance with Indian corporate law requirements, including proper board meeting procedures and necessary statutory declarations, and may need to be filed with the Registrar of Companies in certain cases.
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1. Title and Date: Specifies that this is a Board Resolution along with the date, time, and place of the meeting
2. Company Details: Full legal name of the company, registered office address, and CIN number
3. Meeting Details: Information about directors present, quorum confirmation, and chairperson details
4. Background: Brief context about the loan requirement and purpose
5. Loan Details: Specific information about the loan facility including amount, lender details, and key terms
6. Main Resolution: The core resolution text authorizing the loan and delegating signing authority
7. Authorized Signatories: Names and designations of persons authorized to sign loan documents
8. Scope of Authority: Detailed description of what the authorized persons can sign and execute
9. Statutory Compliance Declaration: Declaration of compliance with Companies Act and other applicable laws
10. Certification: Signature of the Chairman/Company Secretary certifying the resolution
1. Special Conditions: Include when there are specific conditions or restrictions on the authorization
2. Multiple Facility Details: Required when the resolution covers multiple loan facilities or types of facilities
3. Security Creation Authority: Include when the loan requires creation of security or charges
4. Foreign Exchange Declaration: Required for foreign currency loans or cross-border transactions
5. Group Company References: Include when the loan involves or affects group companies
6. Electronic Execution: Include when digital or electronic signing is contemplated
1. Schedule A - Authorized Signatory Matrix: Detailed matrix showing signing powers and combinations of authorized persons
2. Schedule B - List of Loan Documents: Comprehensive list of all loan documents that fall under this authorization
3. Appendix 1 - Board Meeting Attendance: List of directors present and absent, with their DIN numbers
4. Appendix 2 - Specimen Signatures: Specimen signatures of all authorized signatories referenced in the resolution
Relevant legal definitions
Clauses
Relevant Industries
Banking and Financial Services
Manufacturing
Information Technology
Real Estate
Infrastructure
Healthcare
Retail
Telecommunications
Agriculture
Energy
Transportation and Logistics
Education
Hospitality
Relevant Teams
Legal
Finance
Corporate Secretarial
Treasury
Compliance
Corporate Governance
Risk Management
Board Secretariat
Relevant Roles
Company Secretary
Chief Financial Officer
Finance Director
Legal Counsel
Corporate Lawyer
Managing Director
Chief Executive Officer
Board Director
Compliance Officer
Treasury Manager
Financial Controller
Company Director
Corporate Secretary
Legal Manager
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