Draft Board Resolution for Opening & Closure of Demat Account

The Companies and LLPs can also open demat accounts in their name for participating in the dematerialisation of their shareholding in other companies and for trading any other instruments of the financial market.

The process of opening a demat account with any depository participants (viz. Sharekhan, Zerodha, Karvy, Banks' securities division, etc.) has been made much simpler now. In order to an open account, the account opening form, proof of identity & address, certificate of incorporation, copies of MoA & AoA, board resolution and other important supporting documents have to be submitted.

Following are the templates of board resolutions for opening and closure of demat accounts by a company.

Format of Board Resolution for Opening Demat Account

#. To open a Demat account and give authorisation for operation

“RESOLVED THAT the consent of the Board of Directors of the company be and is hereby accorded to open and operate a Demat account in the name of the company with Central Depository Services (India) Limited (CDSL) / National Security Depository Limited (NSDL) through one of its Depository Participant (DP) i.e. M/s. ......(Name of the DP)........

RESOLVED FURTHER THAT the following "Authorised Signatories" be and is hereby severally authorised to sign and submit, on behalf of the company, the application form and all such documents as may be required in relation to the opening of the demat account with M/s. .........(Name of the DP).........

Sl. No.  Name  Designation 

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RESOLVED FURTHER THAT M/s. (Name of the DP), DP be and is hereby authorised to act upon the instructions as may be given by the authorised signatories relating to the demat account and to accept all the demat delivery instructions from time to time.

RESOLVED FURTHER THAT the authorised signatories be and is hereby authorised to give such undertaking or indemnities as may be required by M/s. (Name of the DP) from time to time for the operation of the account.

RESOLVED FURTHER THAT the foregoing resolutions be communicated to M/s. (Name of the DP) and remain in force until the same is withdrawn/cancelled or modified by the board of directors by another resolution and the extract whereof is forwarded to M/s. (Name of the DP).

RESOLVED FURTHER THAT a copy of the foregoing resolutions certified to be true by (Name of the Director/Officer), (Designation), be forwarded to M/s. (Name of the DP) together with a copy of the Memorandum and Articles and specimen signatures of the authorised signatories.”

Format of Board Resolution for Closing Demat Account

#. Closure of Demat Account

“RESOLVED THAT the consent of the Board of Directors be and is hereby granted for the closure of the Beneficiary / Demat Account No. ...................... with M/s. (Name of the DP) as per the terms and conditions as may be laid down by CDSL/NSDL.

RESOLVED FURTHER THAT the existing shares which are in Demat form with M/s. (Name of the DP), DP be transferred to the new DP i.e. M/s. (Name of the DP) and to take necessary actions to give effect of such transfer.

RESOLVED FURTHER THAT (Name of the Director/Officer), (Designation) be and is hereby authorized to sign and submit form(s) or document(s) as may be necessary in relation to the transfer and/or closing the demat account.

RESOLVED FURTHER THAT a certified true copy of the resolution be submitted under the signature of the managing director or any two of the directors of the company.”