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Board Resolution - Adoption of Common Seal

Draft of Board Resolution with preamble for adoption of Common Seal ( if opted) at the First Board Meeting of the Company held after incorporation. As per Companies (Amendment) Act, 2015 effective from 29.05.2015, Common Seal is now optional .

Chapter: Chapter-II

Section: 9, 12(3)(b), 22(2), 22 (3), 46(1), 223(4)

Approximate Time Saving: 10 minutes


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Product Information

This document consist of draft Board resolution for adoption of Common Seal ( if opted by a Company)  along with Preamble in editable word format making it handy for you to use and save your time and efforts.  

Additional Information

Section 9 of the Companies Act, 2013 as orginally enacted made it mandatory for an incorporated company to have a common seal.  Section 12(3)(b) as originally enacted provided that every company shall have its name engraved in legible characters on its seal. Similary Section 22 and 46 also have reference to common seal. 

The Companies (Amendment) Act, 2015 has omitted the word ' and a common seal' from section 9 so as to make it optional for a company to have a common seal.

Similary the said amendment act has omitted the words " and have the effect as if it were made under its common seal" from section 22(3).

However if the company opts to have a common seal, provision under Section 22(2), 46(1) and 223(4) shall continue to apply.


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Adoption of common seal