Effortless Legal Protection through Board Resolutions & Corporate Records

Is your paperwork protecting your company or exposing it?

In the eyes of regulators and auditors, if a decision isn’t properly documented, it legally never happened. A missing or defective Board Resolution can invalidate bank loans, stall acquisitions, or expose directors to personal liability. Rebizco acts as your Corporate Memory, ensuring every corporate decision is recorded with precision, compliance, and foresight. We transform governance from a routine obligation into a strategic shield keeping your company investor-ready and audit-proof at all times.

What This Service Covers

This service provides professional assistance in the preparation, maintenance, and management of statutory corporate governance records as required under the Companies Act, 2013 and applicable Secretarial Standards.

Rebizco supports:

• Drafting of Board and Shareholder Resolutions for key corporate actions
• Maintenance of Minutes Books and Statutory Registers
• Compliance with Secretarial Standards (SS-1 & SS-2)
• Preparation of notices, agendas, and certified true copies

By ensuring legally accurate documentation, this service protects directors from personal exposure, preserves the company’s good standing with the ROC, and builds a clean governance trail critical for audits, funding, and due diligence.

Key Benefits

• Liability Shield – Demonstrates directors acted in good faith, reducing personal risk
• Regulatory Compliance – Avoids penalties, defaults, and ROC non-compliance
• Due Diligence Ready – Clean records for banks, investors, and acquirers
• Governance Excellence – Strengthens credibility with auditors and stakeholders

Who Is Eligible? 

This service is essential for:

• Private Limited Companies
• One Person Companies (OPCs)
• Section 8 (Non-Profit) Companies

It is particularly relevant for directors and promoters seeking strict compliance for Board Meetings, AGMs, and statutory filings while minimizing governance-related risks.

Documents Required

• Existing Minutes Book and Statutory Registers
• Digital Signature Certificates (DSC) of Directors
• List of Directors with DIN and KYC details
• Agenda items for proposed meetings
• Draft contracts or actions requiring Board approval

Ideal For

• Companies preparing for ROC or secretarial audits
• Boards approving loans, appointments, or key contracts
• Startups preparing for investor due diligence
• Directors seeking protection from compliance penalties

Why Choose Rebizco Advisory?

Rebizco Advisory manages your entire corporate secretarial lifecycle.

We prepare:

✅ Meeting notices and agendas

✅ Draft accurate resolutions and minutes

✅ Ensure timely ROC filings through the MCA portal

✅ Statutory Registers are updated and maintained, and

✅ Certified True Copies are issued whenever required

This ongoing compliance framework ensures your company remains audit-ready, protects directors from statutory exposure, and preserves a verified record of all major corporate decisions.

Important Note

Corporate governance requires strict adherence to statutory timelines and documentation standards. All key managerial and financial decisions must be formally approved through valid resolutions and accurately recorded to safeguard directors from personal liability and regulatory penalties.

FAQS 

Q: What is a Board Resolution?
A: A Board Resolution is a formal written record of decisions taken by the Board of Directors during a valid meeting or through circulation.

Q: Are Board Resolutions legally mandatory?

A: Yes. Major corporate actions are invalid without properly passed and recorded resolutions.

Q: What is the difference between Ordinary and Special Resolutions?

A: Ordinary Resolutions require a simple majority, while Special Resolutions require a 75% majority for significant decisions.

Q: Can resolutions be passed without a meeting?

A: Yes, through Circular Resolutions, subject to statutory conditions.

Q: What is quorum in a Board Meeting?

A: The minimum number of directors required for validity—usually one-third or two directors, whichever is higher.

Q: How long must Minutes be preserved?

A: Minutes of Board and General Meetings must be preserved permanently.

Q: What happens if resolutions are not filed with the ROC?

A: Delayed or missed filings can attract heavy penalties for the company and directors.

Q: Can directors be disqualified for non-compliance?

A: Yes, directors may face disqualification for repeated filing defaults.

Q: Does Rebizco manage Minutes Books and Registers?

A: Yes, Rebizco provides end-to-end secretarial and governance support to keep records fully compliant and audit-ready.

Legal Clarity Session – Corporate Governance

Unsure whether your Board records and resolutions are compliant? Get focused guidance before issues escalate.Rebizco Advisory is committed to helping you navigate IEC Registration efficiently, enabling you to trade globally with confidence..