Board Resolution Sample for Issue of Shares to NRI / OCI & Foreigner in Indian Company

RESOLVED that subject to the terms and conditions specified from time to time by the Reserve Bank of India and/or Central Government under the Foreign Exchange Management Act, 1999 and subject to such other approvals, permission and sanctions as may be considered necessary and subject to the applicable provisions, if any, of the Companies Act, 2013, and subject to such conditions as may be prescribed by any of the authorities while granting such approvals/permissions/sanctions, and further subject to the approval of the Company at a General Meeting the Board of Directors of the Company be and is hereby authorised to allow Foreign Institutional Investors (FIIs), Non-Resident Indians (NRIs), and Overseas Citizens of India (OCIs) to acquire shares/debentures of the Company through direct subscription or thorugh stock exchanges in India under Portfolio Investment Scheme, and/or in accordance with other permissible modes.

RESOLVED FURTHER that the Board of Directors of the Company be and is hereby authorised to do all such acts, deeds, matters and things and to execute such documents or writings as may be necessary, proper or expedient for the purpose of giving effect to this resolution and for matters connected therewith or incidental or ancillary thereto.

RESOLVED FURTHER that the Company Secretary be directed to convene an Extraordinary General Meeting for this purpose and issue the notices with the relevant explanatory statement as per drafts placed before the meeting and approved.

📌 To get consultation on your case, please book a tele-appointment with Ozg Lawyers or please write an email to:

Ozg Lawyers: FEMA Advisory

Tele-Appointment Link: