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Board Resolution for Bank Closure

  • a22162
  • Jul 11
  • 5 min read
Board Resolution for Bank Closure | Bestar
Board Resolution for Bank Closure | Bestar

Board Resolution for Bank Closure


Here's a template for a Board Resolution to close bank accounts for a Private Limited Company in Singapore.


[COMPANY LETTERHEAD]


BOARD RESOLUTION

OF

[FULL LEGAL NAME OF COMPANY]

(Company Registration No.: [Company Registration Number])


DATE: [Date of Meeting]


WHEREAS, the Board of Directors (the "Board") of [FULL LEGAL NAME OF COMPANY] (the "Company") deems it desirable and in the best interests of the Company to close certain bank accounts.


NOW, THEREFORE, IT IS HEREBY RESOLVED AS FOLLOWS:


  1. CLOSURE OF BANK ACCOUNTS: That the Company shall proceed to close the following bank account(s) with effect from [Effective Date of Closure / as soon as practicable]:


    • Bank Name: [Name of Bank 1]

      Account Name: [Account Name 1]

      Account Number: [Account Number 1]

      Currency: [Currency 1]

      Reason for closure (Optional): [e.g., account no longer needed, consolidating accounts, etc.]


    • Bank Name: [Name of Bank 2]

    • Account Name: [Account Name 2]

    • Account Number: [Account Number 2]

    • Currency: [Currency 2]

    • Reason for closure (Optional): [e.g., account no longer needed, consolidating accounts, etc.]


    (Add more rows if there are more accounts to close)


  2. AUTHORISATION: That any one Director of the Company, or any two (2) authorised signatories of the Company acting jointly, be and are hereby authorised to do all such acts, deeds, and things as may be necessary or expedient to give effect to the foregoing resolution, including without limitation:


    • To complete and sign all necessary forms, documents, and agreements required by the respective banks for the closure of the aforementioned accounts.


    • To transfer any remaining balances in the said accounts to such other bank account(s) of the Company as the authorised signatories deem fit.


    • To receive and acknowledge any final statements or correspondence from the banks related to the account closures.


  3. RATIFICATION: That all acts, deeds, and things done by the Directors and/or authorised signatories of the Company in good faith in connection with or incidental to the implementation of this Resolution be and are hereby ratified and confirmed.


CERTIFIED TRUE COPY


We, the undersigned, being all the Directors of the Company, hereby certify that the above resolutions were duly passed at a meeting of the Board of Directors held on the date first written above / by way of a circulating resolution on the date first written above, and are in full force and effect as at the date hereof.


[Signature of Director 1]

[Name of Director 1]

[NRIC/Passport No. of Director 1]

Director


[Signature of Director 2]

[Name of Director 2]

[NRIC/Passport No. of Director 2]

Director


(Add more signature blocks if there are more directors)


Important Notes:


  • Fill in the Blanks: Remember to replace all bracketed information [ ] with your company's specific details.


  • Company Name and Registration Number: Ensure these are accurate and match your ACRA records.


  • Date: This should be the date the resolution was passed.


  • Bank Account Details: Double-check the accuracy of bank names, account names, account numbers, and currencies.


  • Reason for Closure (Optional but Recommended): While not legally mandatory, providing a brief reason can be helpful for internal records and bank communication.


  • Authorised Signatories: This section specifies who has the authority to act on behalf of the company to close the accounts. It's usually the Directors, but check your company's Articles of Association for specific signing authorities.


  • Circulating Resolution vs. Board Meeting: The template provides options for either a formal board meeting or a circulating resolution (where directors sign off on the resolution without a physical meeting). Choose the appropriate one.


  • Certified True Copy: All directors should sign to certify the resolution.


  • Bank Requirements: Even with a board resolution, banks may have their own specific forms or requirements for closing accounts. It's advisable to contact the bank(s) beforehand to understand their process and required documentation.


  • ACRA (Accounting and Corporate Regulatory Authority): Generally, closing bank accounts does not require direct notification to ACRA. However, if the account closure is part of a larger change (e.g., preparing for striking off), other ACRA requirements may apply.


  • Professional Advice: It is always recommended to consult with your company secretary, legal counsel, or a corporate services provider in Singapore to ensure compliance with all relevant laws and regulations, especially for complex situations.


How Bestar can Help

Board Resolution for Bank Closure


Bestar plays crucial roles in assisting companies with various corporate actions, including closing bank accounts.


Bestar acts as a primary contact for corporate governance, offering comprehensive assistance that includes drafting resolutions, ensuring proper procedures, maintaining statutory records, and advising on compliance. For complex or high-risk scenarios, we provide in-depth professional advice, covering legal document review, contractual obligations, risk mitigation, and navigating disputes. Furthermore, Bestar delivers a wide range of administrative and compliance services, particularly benefiting foreign companies and SMEs lacking in-house legal or secretarial teams, by offering integrated solutions, full administrative support, local guidance, and cost-effective efficiency.


Here's how we can help:


  • Drafting Resolutions: Preparing the necessary Board Resolutions (like the one provided previously) and, if applicable, Shareholders' Resolutions, ensuring they are legally sound and compliant with the company's Articles of Association and the Companies Act 1967 (Singapore).

  • Ensuring Proper Procedures: Advising on the correct meeting procedures for passing resolutions (e.g., quorum requirements, notice periods) or the proper process for circulating resolutions.

  • Maintaining Statutory Records: Ensuring the resolution is properly recorded in the company's minute books and statutory registers. This is crucial for corporate compliance and future audits.

  • Liaising with Directors: Coordinating with the directors for the signing of resolutions and other related documents.

  • Advising on Compliance: Providing general advice on corporate governance best practices and ensuring the company adheres to its constitutional documents and relevant regulations.

  • Handling Bank Communications (often): While the ultimate responsibility for bank communication lies with the company's authorized signatories, Bestar may assist in preparing cover letters or even liaise with the bank on administrative matters related to the resolution.

  • Reviewing Legal Documents: Scrutinizing the Board Resolution and any related bank forms or agreements to ensure there are no adverse legal implications or ambiguities.

  • Advising on Contractual Obligations: If the bank account is tied to specific loan agreements, credit facilities, or other contracts, Bestar can advise on the implications of closing the account on these obligations.

  • Mitigating Legal Risks: Identifying and advising on potential legal risks associated with the account closure, such as ensuring all outstanding liabilities linked to the account are settled.

  • Regulatory Compliance Beyond Companies Act: Bestar might advise on other regulations (e.g., anti-money laundering laws, financial regulations) that could impact the account closure, especially for regulated entities.

  • Complex Corporate Restructuring: If the bank account closure is part of a larger corporate restructuring, merger, acquisition, or winding-up process, Bestar's expertise becomes vital to navigate the legal complexities.

  • Integrated Solutions: Offering a one-stop shop for company secretarial services, accounting, tax, and other administrative support, making the process more streamlined.

  • Administrative Support: Assisting with the entire administrative process, from preparing the necessary paperwork to liaising with the bank on behalf of the company (with proper authorization).

  • Guidance on Local Practices: Providing practical advice on local business practices and regulatory nuances that might not be immediately obvious to foreign entities.

  • Efficiency and Cost-Effectiveness: For companies without dedicated in-house teams, engaging Bestar can be more efficient and cost-effective than hiring full-time staff or engaging separate individual service providers for each task.

  • Staying Updated: Bestar is well-informed about the latest regulatory changes and can ensure the company remains compliant.


In summary, while a company can certainly draft a simple board resolution to close a bank account internally, engaging Bestar provides assurance of compliance, efficiency, and expert guidance, especially when dealing with multiple accounts, complex corporate structures, or specific regulatory requirements. We help mitigate risks and ensure that the process is executed smoothly and legally.



 
 
 

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