Board Resolution for Opening and Operation of Demat Account

The following is a template of resolution that can be passed in a board meeting approving and authorising the officers to open a demat account in the name of the company and giving the power to one or more officers to operate the demat account on behalf of the company.

Note: The resolution should be certified to be a true copy and is to be given on company letterhead.

SAMPLE

Board Resolution for Opening of Demat Account and Authorisation for Operating the Account

#. Authorisation to open and operate Demat Account of the company

“RESOLVED THAT an account to hold securities in Demat form ("The Demat Account") in the name of the company be opened with National Security Depository Ltd (NSDL) through any one of its Depository Participants (DPs).

RESOLVED FURTHER THAT the company hereby authorizes the following persons as its Authorised Signatories to open and / or operate the said Demat account:

1. Name: ....................................; Designation: ............................ .

2. Name: ....................................; Designation: ............................ .

3. Name: ....................................; Designation: ............................ .

4. Name: ....................................; Designation: ............................ .

RESOLVED FURTHER THAT the Mode of the operation of the such / said Demat Account be

 – severally by any one of the above authorised signatories up to a transaction limit of Rs. ........;

   OR

 – jointly by any two of the authorised signatories up to a transaction limit of Rs. ...........

RESOLVED FURTHER THAT THAT the authorised signatories in the above stated mode is/are hereby authorised to do all acts and deeds including to sign the necessary forms and documents therefore to open and /or for operation of Demat Account.

RESOLVED FURTHER THAT the Depository Participant (DP), where the Demat account will be opened, be instructed to accept and honour all written instructions drawn by them in various formats provided by NSDL or such other written instruction issued drawn by him / her / them on behalf of the company with respect to the said Demat account of the company provided they are endorsed /signed by the authorised signatories in the mode mentioned above on behalf of the company and such signature(s) shall be sufficient authority to bind the company in all transactions between the NSDL and said Depository Participant (DP) and the company including those specifically rendered to herein.

RESOLVED FURTHER THAT the company undertakes to inform said Depository Participant (DP) 15 days in advance in case any change in the list of the authorised signatories or in the mode of operation of the said Demat account. The company will not hold said Depository Participant (DP) responsible if it does not comply with the aforesaid term.

RESOLVED FURTHER THAT the company do accept the terms and conditions of NSDL and said Depository Participant (DP) as may be applicable to such Demat Account and services relating thereto and shall always be bound by and abide with them and their amendments from time to time.

RESOLVED FURTHER THAT the aforesaid terms and conditions be and is/are hereby approved and accepted and the said authorised signatories be and is hereby authorised to accept such modifications therein as may be suggested by the said Depository Participant (DP).

RESOLVED FURTHER THAT a copy of any resolution of the Board if purporting to be certified as True by any director of the company or by the Secretary of the company shall, as between the said Depository Participant (DP) and the company, be conclusive evidence of the passing of the resolution so certified.

RESOLVED FURTHER THAT this resolution be communicated to said Depository Participant (DP) and shall remain in force until notice in writing of its withdrawal or cancellation is given to the said Depository Participant (DP) by the company.

RESOLVED FURTHER THAT it is hereby certified that the above is a correct copy of the resolution passed by the Board of Directors and that it has been entered in the usual course of business in the minutes book of the company and signed therein by the Chairman of the meeting/company and is in accordance with the Memorandum and Articles of Association of the company.”

.......................................

* (strike off whichever is not applicable)