A Company Resolution is a fundamental corporate governance document used in Malta to formally record and implement decisions made by a company's governing bodies. This document type is essential for compliance with the Maltese Companies Act (Cap. 386) and related regulations, being required for various corporate actions ranging from routine operational decisions to significant changes in company structure or operations. Company Resolutions can be either ordinary or extraordinary, depending on the nature of the decision, and may need to be filed with the Malta Business Registry or other regulatory authorities. The document must include specific elements such as company details, meeting information, clear resolution statements, and proper execution by authorized signatories. It's particularly important in Malta's corporate environment, where strong governance and regulatory compliance are emphasized.
Company Resolution for Malta
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Key Requirements PROMPT example:
Company Resolution
"I need a Company Resolution for our Maltese company to approve the appointment of a new director, Sarah Chen, effective March 15, 2025, and to authorize her as a bank signatory for all company accounts."
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1. Title and Company Details: Full legal name of the company, registration number, and registered office address
2. Date and Time: Date and time of the meeting or written resolution
3. Meeting Details: Type of meeting (Board/Shareholders), location, and attendance details
4. Quorum Confirmation: Statement confirming that the required quorum was present as per the company's articles
5. Chairperson: Identification of the meeting's chairperson
6. Background and Context: Brief explanation of why the resolution is needed and relevant background information
7. Resolutions: Clear statement of each resolution being passed, numbered if multiple resolutions
8. Voting Results: Record of how the vote was conducted and its outcome
9. Certification: Statement certifying that the resolution was duly passed
10. Execution: Signature block for required signatories
1. Notice and Waiver: Required if standard notice period was not given, including written waiver of notice by all entitled parties
2. Declarations of Interest: Required when directors need to declare any interests in the matter being decided
3. Legal Advice: Include when referencing any legal opinions or advice received
4. Regulatory Compliance: Required when resolution relates to matters requiring regulatory approval or notification
5. Implementation Instructions: Include when specific actions need to be taken to implement the resolution
6. Proxy Details: Required when any votes are cast by proxy
1. Schedule 1 - Supporting Documents: Any relevant documents referenced in the resolution (e.g., contracts, certificates)
2. Schedule 2 - Attendance Register: Detailed list of all attendees, including capacity in which they attend
3. Schedule 3 - Proxy Forms: Copies of valid proxy forms if any votes were cast by proxy
4. Appendix A - Previous Resolutions: Copies of any previous resolutions referenced in the current resolution
5. Appendix B - Professional Opinions: Any legal, financial, or other professional opinions relied upon
Authors
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Corporate Services
Banking
Insurance
Gaming and Entertainment
Maritime
Technology
Manufacturing
Real Estate
Professional Services
Retail and Commerce
Healthcare
Education
Transportation and Logistics
Hospitality and Tourism
Relevant Teams
Legal
Compliance
Corporate Governance
Board Secretariat
Corporate Services
Administrative Support
Risk Management
Executive Office
Regulatory Affairs
Company Secretariat
Relevant Roles
Chief Executive Officer
Company Director
Company Secretary
Legal Counsel
Compliance Officer
Corporate Governance Officer
Board Chairman
Managing Director
Chief Financial Officer
Chief Legal Officer
Corporate Services Manager
Regulatory Affairs Manager
Board Member
Company Administrator
Legal Administrator
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