Board resolution for power of attorney
A board resolution for a power of attorney approves the company granting a named attorney authority to act for it in stated matters, and authorises execution of the instrument. The PoA itself is executed under the company’s authority flowing from this resolution and stamped as state stamp law requires.
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.
Fill it in, edit it, download it
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 the company do execute a power of attorney in favour of [ATTORNEY (NAME)] authorising him/her to [POWERS (SUMMARY)], in terms of the draft placed before the meeting, and that [NAME], [DESIGNATION], be and is hereby authorised to execute the said power of attorney for and on behalf of the company and to have it stamped and, where required, registered.
Certified true copy
For [COMPANY NAME]
[NAME]
[DESIGNATION] · DIN: [DIN]
Date: ______________ · Place: ______________
When is this resolution passed?
Pass it before the power of attorney is executed; annex the approved draft to the minutes.
Common questions
Is a board resolution needed for a company PoA?
Yes, the resolution is the company’s decision to grant the authority; the PoA instrument then carries it into effect.
Does a company PoA need stamping?
Yes, under the stamp law of the relevant state, and registration where the PoA relates to registrable transactions such as immovable property in some states; take state-specific advice.
Can the PoA be revoked?
Yes, by the company through a further board decision and notice; word the PoA with its term and revocation expressly.
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.