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Board Of Directors Resolution

Board Of Directors Resolution Template for Saudi Arabia

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Key Requirements PROMPT example:

Board Of Directors Resolution

"I need a Board of Directors Resolution for our Saudi-registered manufacturing company to approve the appointment of a new Chief Financial Officer and grant them specific signatory powers for banking transactions, effective March 1, 2025."

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Document background
A Board of Directors Resolution is a crucial corporate governance document used in Saudi Arabia to formally document decisions made by a company's board of directors. This document is required whenever the board makes significant decisions such as approving financial statements, appointing officers, establishing new policies, or authorizing major transactions. The resolution must comply with the Saudi Companies Law of 2015, relevant CMA regulations for listed companies, and the company's articles of association. It serves as legal evidence of the board's decisions and can be required for various corporate actions, from opening bank accounts to major strategic decisions. The document must be maintained in both Arabic and English for many companies, particularly those with international operations or foreign shareholders.
Suggested Sections

1. Header and Company Information: Company name, commercial registration number, and date of resolution

2. Meeting Details: Date, time, location, and method of meeting (in-person/virtual)

3. Attendance Record: List of present and absent board members, quorum confirmation

4. Recitals: Background information establishing the context and authority for the resolution

5. Authority Statement: Reference to relevant articles of association and laws granting authority

6. Resolution Content: Clear statement of the decisions made, numbered if multiple decisions

7. Voting Results: Record of how board members voted on each resolution

8. Implementation Instructions: Specific directions for carrying out the resolution

9. Authentication: Signatures of Chairman, Secretary, and attending board members

Optional Sections

1. Conflicts of Interest Declaration: Required when any board member has a direct or indirect interest in the matter being decided

2. Delegation of Authority: Used when specific powers are being delegated to officers or committees

3. Term and Conditions: Needed when the resolution involves ongoing obligations or specific conditions

4. Regulatory Compliance Statement: Required for resolutions affecting regulated activities or requiring regulatory approval

5. Emergency Action Statement: Used when decisions are made under urgent circumstances outside regular meeting procedures

Suggested Schedules

1. Supporting Documents: Relevant reports, financial statements, or other documents referenced in the resolution

2. Legal Opinions: Any legal advice received regarding the matter being decided

3. Proxy Forms: If any board members participated through proxy

4. Committee Reports: Reports from board committees relevant to the decision

5. Previous Related Resolutions: Copies of prior board resolutions referenced in the current resolution

6. Regulatory Approvals: Copies of any required regulatory approvals or correspondence

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 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






























Clauses




















Relevant Industries

Banking and Financial Services

Manufacturing

Real Estate and Construction

Technology and Communications

Healthcare

Retail and Consumer Goods

Energy and Utilities

Transportation and Logistics

Professional Services

Education

Mining and Resources

Insurance

Telecommunications

Relevant Teams

Legal

Corporate Governance

Compliance

Board Secretariat

Executive Office

Corporate Affairs

Regulatory Affairs

Internal Audit

Risk Management

Finance

Company Secretariat

Relevant Roles

Board Chairman

Board Member

Chief Executive Officer

Company Secretary

Corporate Governance Officer

Legal Counsel

Compliance Officer

Chief Financial Officer

Executive Director

Managing Director

Corporate Secretary

Risk Officer

Internal Auditor

Regulatory Affairs Manager

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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