Board resolution format for approving related party transactions under Section 188 and Rule 15, with interested director abstention, arm's length test, MBP-4.
“RESOLVED THAT pursuant to the provisions of Section 188 and other applicable provisions, if any, of the Companies Act, 2013 read with the applicable Rules made thereunder, consent of the Board of Directors of the Company be and is hereby accorded for entering into the Related Party Transaction(s) with [● Insert Name of Related Party], being a related party within the meaning of Section 2(76) of the Companies Act, 2013, for [● Insert nature of transaction], on such terms and conditions as placed before the Board and as may be mutually agreed between the parties.
RESOLVED FURTHER THAT Mr./Ms. [● Insert Name and Designation], be and is hereby authorised to negotiate, finalise, execute, sign and deliver agreements, documents, writings and to do all such acts, deeds, matters and things as may be necessary or expedient to give effect to this resolution.
RESOLVED FURTHER THAT any Director or Company Secretary of the Company be and is hereby authorised to file necessary forms, disclosures and returns, if any, and to undertake all incidental and ancillary actions in this regard.”