A Company Secretary Resolution is a crucial governance document used in Australian corporate practice to formally document decisions made by the company secretary under their statutory or delegated authority. This document type is essential when the company secretary needs to execute their duties under the Corporations Act 2001 (Cth), company constitution, or board delegation. It is commonly used for administrative decisions, corporate compliance matters, and implementing board-approved actions. The resolution must align with Australian corporate law requirements, including ASIC regulations and state-specific business legislation. It serves as an official record for audit purposes, regulatory compliance, and corporate governance documentation.
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1. Company Details: Full legal name of the company, ACN, and registered office address
2. Date and Time: Date and time when the resolution is made
3. Authority and Capacity: Statement of the company secretary's authority to make the resolution under the relevant corporate documents and legislation
4. Background: Context and reasons for the resolution, including any relevant previous decisions or circumstances
5. Resolution: Clear and specific statement of the decision(s) being made
6. Compliance Statement: Confirmation that the resolution complies with the company constitution, Corporations Act, and other relevant regulations
7. Secretary Signature: Signature block for the company secretary including full name and date
1. Consultation Reference: Include when the resolution follows consultation with directors or other officers
2. Related Resolutions: Reference to other related resolutions when the decision is part of a larger corporate action
3. Delegated Authority: Include when the resolution is made under specific delegated authority from the board
4. Implementation Instructions: Add when specific actions need to be taken to implement the resolution
5. Regulatory Notifications: Include when the resolution requires notification to ASIC or other regulatory bodies
1. Supporting Documents: Copies of relevant documents referenced in the resolution
2. Board Delegation: Copy of board resolution or document delegating authority (if applicable)
3. Relevant Correspondence: Copies of any relevant correspondence or communications related to the resolution
4. Required Forms: Any ASIC forms or other regulatory documents that need to be filed as a result of the resolution
Authors
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Mining and Resources
Healthcare
Technology
Retail
Manufacturing
Professional Services
Real Estate
Energy
Telecommunications
Transport and Logistics
Education
Construction
Agriculture
Relevant Teams
Legal
Corporate Governance
Compliance
Corporate Affairs
Risk Management
Company Secretariat
Administrative Services
Executive Office
Regulatory Affairs
Relevant Roles
Company Secretary
Assistant Company Secretary
Corporate Governance Manager
Legal Counsel
Compliance Officer
Corporate Affairs Manager
Board Secretary
General Counsel
Risk Manager
Chief Legal Officer
Governance Officer
Corporate Services Manager
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