Board resolution for investment in shares of another company
A board resolution for investment records the board deciding to invest company funds in the securities of another company. Investing funds is a board power under section 179(3)(e), the sanction requires the consent of all directors present, and section 186 caps aggregate investments, loans and guarantees unless shareholders approve more.
Last updated: 27 August 2026
Doing this for a client?
OnCompliance drafts this resolution on the company’s letterhead, details filled from the client’s record, records it in the minutes, and files it in the client’s folder — with the notice, minutes and 21 other board documents made the same way.
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The details you type fill the document as you go. Click into the paper to edit any wording, then download it in Word or as a PDF.
CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF [COMPANY NAME] (CIN: [CIN]) HELD ON [MEETING DATE] AT [VENUE]
RESOLVED THAT pursuant to sections 179(3)(e) and 186 of the Companies Act 2013, and with the consent of all the directors present at the meeting, approval be and is hereby accorded to invest in [SECURITIES AND AMOUNT] of [INVESTEE COMPANY], the aggregate of the company’s loans, guarantees, securities and investments after this investment being within the limits under section 186.
FURTHER RESOLVED THAT [NAME], [DESIGNATION], be and is hereby authorised to execute the necessary applications and documents, make the entries in the register of investments and do all acts necessary to give effect to this resolution.
Certified true copy
For [COMPANY NAME]
[NAME]
[DESIGNATION] · DIN: [DIN]
Date: ______________ · Place: ______________
When is this resolution passed?
Pass it at a board meeting before the investment is made, confirming the section 186 limits; disclosures follow in the financial statements and the register under section 186.
Legal basis: s.179(3)(e) and s.186, Companies Act 2013
Common questions
Does every inter-corporate investment need shareholder approval?
No, only where the aggregate exceeds the section 186 ceiling (60% of paid-up capital plus free reserves and securities premium, or 100% of free reserves plus securities premium, whichever is higher); within it, a unanimous board sanction suffices.
Is there a register of such investments?
Yes, section 186 requires a register of loans, guarantees, security and acquisitions, kept and updated as prescribed.
Do layered investment structures face limits?
Section 186(1) restricts investment through more than two layers of investment companies, with stated exceptions.
Can OnCompliance draft this for me?
Yes. OnCompliance drafts the resolution on the company’s letterhead with the details filled from the client’s record, records it in the minutes, and files it in the client’s folder, alongside the notice of the meeting and every other board document.