Dear Juhee,
Fourth Proviso of Section 188(1) of the Companies Act, 2013 states that nothing in this sub-section shall apply to any transactions entered into by the company in its ordinary course of business other than transactions which are not on an arm’s length basis
Thus it may be concluded that passing Board Resolution is not necessary in case transaction is transacted at arm’s length basis with a related party
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Dear Juhee,
Yes, it is necessary to pass Board Resolution even if the transaction made by company on arm length basis with related party.
Hope it helps you
Thank You.