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Annual General Meeting Resolution

Annual General Meeting Resolution Template for United Arab Emirates

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Key Requirements PROMPT example:

Annual General Meeting Resolution

"I need an Annual General Meeting Resolution for a UAE-based private limited company in the technology sector, to be held on March 15, 2025, which will include approval of financial statements and appointment of new auditors."

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Document background
The Annual General Meeting Resolution is a crucial corporate governance document required under UAE law for companies conducting their annual general meetings. This document serves as the official record of decisions made during the AGM, as mandated by Federal Law No. 32 of 2021 and related regulations. It typically includes resolutions on financial statements approval, dividend distributions, auditor appointments, and board member matters. The resolution must be drafted in compliance with UAE legal requirements, including specific provisions for different company types (such as LLCs or Joint Stock Companies) and additional requirements for listed companies or those in free zones. This document is essential for maintaining corporate compliance, documenting shareholder decisions, and serving as a reference for implementing approved corporate actions.
Suggested Sections

1. Meeting Details: Date, time, venue, and mode of meeting (physical/virtual/hybrid)

2. Attendance and Quorum: List of attendees, confirmation of quorum requirements being met, and voting rights representation

3. Chairman and Secretary: Appointment/confirmation of the meeting chairman and secretary

4. Notice and Convening: Confirmation that proper notice was given and meeting was validly convened

5. Previous Minutes: Approval of minutes from previous AGM

6. Board of Directors' Report: Presentation and approval of the Board's report on company activities and financial position

7. Financial Statements: Review and approval of annual financial statements and auditor's report

8. Dividend Declaration: Resolution on distribution of dividends (if any)

9. Auditor Appointment: Appointment/reappointment of external auditors and fixing their remuneration

10. Board Remuneration: Approval of board members' remuneration

11. Discharge of Liability: Resolution to discharge board members and auditors from liability for the previous financial year

Optional Sections

1. Special Business Items: Used when there are specific matters requiring shareholder approval beyond routine business

2. Board Election: Required only in years when board members' terms expire or there are vacancies to be filled

3. Constitutional Amendments: Include when there are proposed changes to the company's articles of association or memorandum

4. Related Party Transactions: Required when seeking approval for significant related party transactions

5. Capital Changes: Include when there are proposals for capital increase, reduction, or restructuring

6. Corporate Actions: Used for major corporate actions like mergers, acquisitions, or significant asset sales

7. Sustainability Report: Optional section for companies reporting on ESG matters

8. Future Business Strategy: Optional discussion of company's strategic direction and major projects

Suggested Schedules

1. Attendance Register: Detailed list of shareholders present, proxies, and voting rights

2. Audited Financial Statements: Complete set of annual financial statements with auditor's report

3. Board of Directors' Report: Full text of the board's annual report

4. Dividend Distribution Statement: Detailed breakdown of proposed dividend distribution

5. Corporate Governance Report: Annual corporate governance report if required

6. Proxy Forms: Copies of valid proxy forms submitted for the meeting

7. Notice and Publications: Copies of meeting notices and any required publications

8. Proposed Amendments: Details of any proposed amendments to company documents if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions























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Relevant Industries

Financial Services

Real Estate

Manufacturing

Technology

Healthcare

Retail

Energy

Telecommunications

Construction

Hospitality

Transportation

Professional Services

Mining and Resources

Media and Entertainment

Education

Relevant Teams

Legal

Corporate Governance

Compliance

Finance

Company Secretariat

Board Administration

Investor Relations

Corporate Communications

Risk Management

Executive Management

Relevant Roles

Chief Executive Officer

Company Secretary

Legal Counsel

Corporate Governance Officer

Board Secretary

Chief Financial Officer

Compliance Officer

Director of Legal Affairs

Corporate Communications Manager

Investor Relations Manager

Risk Management Officer

Board Member

Chairman of the Board

Managing Director

Chief Operating Officer

Industries







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