A Board Resolution For Purchase of Equipment is a crucial corporate governance document required under Nigerian law when a company intends to make significant equipment acquisitions. This document is essential for demonstrating proper authorization and decision-making processes in accordance with the Companies and Allied Matters Act (CAMA) 2020. It is typically used when the purchase value exceeds certain thresholds requiring board approval, when the equipment purchase represents a significant capital investment, or when corporate governance policies mandate board authorization. The resolution includes essential details such as equipment specifications, financial terms, implementation authority, and may also address related matters such as financing arrangements or import requirements. This document serves as official evidence of the board's approval and can be required by vendors, banks, auditors, and regulatory authorities.
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1. Title and Date: Clear identification of the document as a Board Resolution with the date of the resolution
2. Company Details: Full legal name and registration number of the company
3. Meeting Details: Information about the board meeting including date, time, location (if physical), or confirmation of circular resolution
4. Attendance and Quorum: List of directors present/participating and confirmation of quorum requirements being met
5. Background: Context for the equipment purchase, including business necessity and strategic rationale
6. Equipment Details: Description of the equipment to be purchased, including specifications and quantity
7. Financial Terms: Purchase price, payment terms, and source of funds
8. Authorization: Formal resolution language authorizing the purchase and designated signatories
9. Implementation Authority: Authorization for specific officers to execute necessary documents and take required actions
10. Certification: Signature block for company secretary or authorized officer to certify the resolution
1. Financing Arrangements: Required if the purchase involves external financing, loans, or specific payment structures
2. Import Requirements: Needed if the equipment is being imported, including forex considerations
3. Related Party Disclosure: Required if the purchase involves any related party transactions
4. Environmental Compliance: Needed if the equipment has significant environmental implications
5. Risk Assessment: Optional section detailing risk analysis and mitigation measures
6. Technical Implementation: Required for complex equipment requiring specific installation or integration plans
1. Equipment Specifications: Detailed technical specifications and requirements of the equipment
2. Vendor Details: Information about the selected vendor and their credentials
3. Price Quotations: Copies of relevant price quotes and commercial terms
4. Technical Reports: Any technical assessment or due diligence reports
5. Budget Approval: Supporting financial documentation showing budget allocation
6. Board Meeting Minutes: Extract of relevant board meeting minutes (if not a circular resolution)
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