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First board meeting after incorporation: agenda and checklist

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Section 173(1) of the Companies Act requires a new company to hold its first board meeting within 30 days of incorporation. It is where the directors formally take charge: appointing the auditor, opening the bank account and adopting the basics the company needs to operate.

Standard agenda

  1. 1.Elect a chairperson for the meeting.
  2. 2.Take note of the Certificate of Incorporation, MOA and AOA.
  3. 3.Take note of the directors' disclosures of interest in MBP-1 and non-disqualification in DIR-8.
  4. 4.Appoint the first statutory auditor (see first auditor).
  5. 5.Authorise opening the company bank account and decide authorised signatories.
  6. 6.Approve issue of share certificates to subscribers.
  7. 7.Adopt the registered office address and approve the name board.
  8. 8.Approve preliminary expenses incurred before incorporation.
  9. 9.Authorise a director to handle tax registrations such as GST and professional tax.
  10. 10.Fix the financial year (normally April to March).

How to hold it properly

  • Send notice to every director at least seven days before the meeting, at their registered address.
  • Quorum is one-third of directors or two, whichever is higher.
  • Directors may attend by video conference, as permitted by the rules.
  • Record minutes within 30 days, signed by the chairperson.

Frequently asked questions

Yes. It must be held within 30 days, and any day after incorporation, including the same day, works as long as notice requirements are met or waived.

Each director who fails to comply can be penalised under Section 172. Hold the meeting as soon as possible and record the reasons.

At least four each year, with a gap of no more than 120 days between two meetings. Small companies and OPCs need fewer. See board meeting rules.

This guide is general information, not legal advice. Government fees and procedures change; confirm current figures before you file.

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