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Board Resolution Format for Change of Financial / Fiscal Year

Section 2(41) of the Companies Act, 2013, reads as follows —

"Financial year", in relation to any company or body corporate, means the period ending on the 31st day of March every year, and where it has been incorporated on or after the 1st day of January of a year, the period ending on the 31st day of March of the following year, in respect whereof financial statement of the company or body corporate is made up:

draft board resolution for change in financial year Provided that where a company or body corporate, which is a holding company or a subsidiary or associate company of a company incorporated outside India and is required to follow a different financial year for consolidation of its accounts outside India, the Central Government may, on an application made by that company or body corporate in such form and manner as may be prescribed, allow any period as its financial year, whether or not that period is a year:

 Provided further that any application pending before the Tribunal as on the date of commencement of the Companies (Amendment) Ordinance, 2019, shall be disposed of by the Tribunal in accordance with the provisions applicable to it before such commencement:


 Provided also that a company or body corporate, existing on the commencement of this Act, shall, within a period of two years from such commencement, align its financial year as per the provisions of this clause.

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You may refer the following formats of Board Resolution for change of Financial Year of the company while preparing resolutions for your company.

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SAMPLE #1
(change to bring conformity with financial year as per section 2(41) of the Companies Act 2013)

❝RESOLVED THAT subject to the approval of the Registrar of Companies, ..................., if required, and applicable provisions of the Companies Act, 2013 and rules framed thereunder, including any amendments thereto for the time being in force, the financial year 20xx-xx of the company commencing from ...(date)... and ending on ...(date)..., be ended on 31st March, ........... instead and that the accounts be prepared for the said financial year for a period of .... months.

RESOLVED FURTHER THAT the subsequent financial years of the Company be for a period of twelve months commencing on 1st April of the year and ending on 31st March of the following year, in order to bring the financial year in conformity with the financial year as prescribed under section 2(41) of the Companies Act, 2013.

RESOLVED FURTHER THAT .......(Name)......., Managing Director and .......(Name)......., Company Secretary, be and are hereby severally authorized to do all such acts, deeds and things as may be necessary for the purpose of giving effect to the foregoing resolution.❞


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SAMPLE #2

(application to the Central Govt under 1st proviso of section 2(41) of the Companies Act 2013)


❝RESOLVED THAT pursuant to the provisions of Section 2(41) of the Companies Act, 2013 and rules framed thereunder, including any amendments thereto from time to time, and subject to the approval of the Central Government, the financial year 20yy-yy of the Company commencing from (date) and ending on (date), be ended on 31st December, ........... instead and that the accounts be prepared for the said financial year for a period of ...months.


RESOLVED FURTHER THAT the subsequent financial years of the Company be for a period of twelve months commencing on 1st January of the year and ending on 31st December of the following year.

RESOLVED FURTHER THAT an application be made to the Central Government and any other appropriate authority, as may be required, for seeking approval for change in financial year as per first proviso of section 2(41) of the Companies Act, 2013.

RESOLVED FURTHER THAT .......(Name)......., Managing Director and .......(Name)......., Company Secretary, be and are hereby severally authorized to do all such acts, deeds and things as may be necessary for the purpose of giving effect to the foregoing resolution.❞




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Imp. Note: Please refer the latest provisions of the Act and rules thereunder, and any other applicable provisions before finalising the resolution. The above mentioned resolutions are only specimen copy of resolutions for reference purpose only.

Comments

  1. Gourahari Chatterjee7/17/2018

    Excellent. Thank you!

    ReplyDelete

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