eSign Board Resolutions Online with Aadhaar
All directors can sign from anywhere in India. Legally valid for bank submissions, ROC filings, and statutory records. Rs. 15 per signature.
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₹15
per signature
2 min
signing time
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Tamper-proof
signed PDF
What is Board Resolution?
A board resolution is a formal written record of a decision taken by the board of directors of a company. Under the Companies Act, 2013, the board of directors is empowered to manage the affairs of the company, and Section 179 specifies the powers that can only be exercised by the board through a resolution passed at a properly convened meeting. These include borrowing money, investing company funds, granting loans, making political contributions, approving financial statements, and appointing key managerial personnel.
Board resolutions come in two flavours. A resolution passed at a board meeting requires the directors to physically or virtually attend the meeting, and the resolution is recorded in the minutes. A circular resolution under Section 175 of the Companies Act, 2013 is passed in writing without a meeting, by circulating the draft resolution to all directors and getting a majority to sign. Circular resolutions are a common way to handle routine approvals between board meetings, and they are exactly where Aadhaar eSign adds the most value.
In practice, Indian companies use board resolutions for dozens of day-to-day decisions: opening a bank account, authorizing a director to sign loan documents, approving a real estate lease, authorizing GST registration, changing the registered office, issuing shares, accepting ESOP allocations, and so on. Banks, regulators, and counterparties routinely ask for a certified true copy of the relevant board resolution before acting on the company's instructions.
The traditional process of collecting signatures from directors scattered across cities is slow, often taking a week or more for urgent resolutions. Aadhaar eSign cuts this to under an hour. The company secretary uploads the resolution to SignSetu, adds each director as a signer, and every director signs with Aadhaar OTP from wherever they are. The final signed PDF is instantly available for bank submissions and statutory records.
Sign your board resolution in 3 simple steps
No printing. No scanning. Just drop your PDF and sign.
Upload the board resolution PDF
Draft the resolution on company letterhead with the exact text and authorizations. Save as PDF and upload to SignSetu.
Add all directors as signers
Enter the name and email of every director entitled to vote. Each director gets a secure signing link.
Each director signs with Aadhaar OTP
Directors sign independently from wherever they are. Each signer verifies identity via Aadhaar OTP. Once the majority has signed, the resolution is legally passed.
Who uses SignSetu for board resolutions?
Real scenarios where Aadhaar eSign saves days of coordination.
Private limited companies
Pass circular resolutions for routine approvals like bank account opening, signatory changes, and vendor contracts.
Company secretaries
Manage statutory compliance efficiently by collecting director signatures digitally for all board-level approvals.
Startup founders and directors
Handle board approvals quickly even when co-founder directors are in different cities or travelling.
Finance and legal teams
Support loan documentation, investment transactions, and regulatory filings with legally valid eSigned resolutions.
Essential clauses in a board resolution
Make sure your board resolution includes these clauses before you sign.
- Company name, CIN, and registered office address
- Title of the resolution (e.g., 'Resolution for opening bank account with XYZ Bank')
- Statement of the matter requiring board approval
- Reference to the relevant provision of the Companies Act 2013
- Specific text of the resolution passed
- Authorization to a named director or officer to execute documents
- Date on which the resolution is passed
- Certification by the company secretary or director as a true copy
- Signatures of all directors participating in the resolution
Common mistakes to avoid
Legal validity of an eSigned board resolution
Board resolutions are fully eligible for Aadhaar eSign under Section 3A of the IT Act, 2000. The Companies Act, 2013 does not prescribe a specific mode of signature for resolutions, so electronic signatures under the IT Act are legally valid. Section 173 of the Companies Act deals with board meetings, Section 175 permits resolutions by circulation without a meeting, and Section 179 sets out the powers that the board can exercise only by resolution. The Ministry of Corporate Affairs has clarified that resolutions passed by circulation under Section 175 can be signed electronically, and major banks and the ROC accept Aadhaar eSigned resolutions as certified true copies. For a circular resolution to be validly passed, it must be approved by a majority of the directors entitled to vote, and the text of the resolution must be sent to all directors at their registered address or email. Once signed, the resolution is noted in the minutes of the next board meeting. Note that a few specific matters must be dealt with in a physical or video board meeting and cannot be passed by circulation, including the approval of annual financial statements, approval of the board's report, approval of the prospectus, approval of amalgamation or takeover, and matters referred by committees. For these, a meeting is mandatory, though directors can attend virtually under Rule 3 of the Companies (Meetings of Board and its Powers) Rules, 2014.
Reference: Companies Act 2013, Sections 173, 175, 179 + Section 3A, IT Act 2000
Powered by eMudhra
Every signature is processed via eMudhra, a CCA-licensed eSign Service Provider (ESP) authorized under the IT Act, 2000.
Important note
Not all board matters can be passed by circulation. Matters specified in Rule 8 of the Companies (Meetings of Board and its Powers) Rules, 2014 require a properly convened board meeting.
Transparent, pay-as-you-go pricing
Pay only for what you sign. No subscription. No minimums.
3 directors = Rs. 45, 5 directors = Rs. 75
See full pricing detailsFrequently asked questions
Everything about eSigning your board resolution in India.
Can a board resolution be signed electronically in India?
What is the difference between a board meeting resolution and a circular resolution?
Which matters cannot be passed by circular resolution?
How many directors need to sign a circular resolution?
Will my bank accept an eSigned board resolution?
Does a circular resolution need to be recorded in the minutes?
Related document guides
Other documents you can eSign with Aadhaar on SignSetu.
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