The Resolution Appointment of Director is a crucial corporate governance document used when a company needs to formally appoint a new member to its board of directors. This resolution is required by U.S. federal and state laws to document the board's decision and facilitate necessary regulatory filings. It serves as official evidence of the appointment, includes the director's details, confirmation of their eligibility, and authorizations for required governmental filings. The document is particularly important for maintaining proper corporate records and demonstrating compliance with legal requirements.
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1. Title and Date: Formal identification of the document as a Board Resolution and date of passing
2. Company Details: Full legal name and registration details of the company
3. Meeting Details: Information about the board meeting where resolution was passed
4. Resolution Statement: Formal appointment statement including director's full name and effective date
5. Director Details: New director's full name, address, and relevant identification details
6. Authorization: Statement authorizing officers to file necessary documents with authorities
7. Signatures: Space for required signatures (typically Chairman/Secretary)
1. Quorum Confirmation: Statement confirming meeting quorum - required for some jurisdictions
2. Director Qualifications: Confirmation of director's eligibility - needed for regulated industries
3. Term of Appointment: If appointment is for a specific term or to fill a casual vacancy
4. Committee Appointments: If director is being appointed to specific board committees
1. Director's Consent: Written consent from the appointed director to act as director
2. Director's Declaration: Declaration of eligibility and no disqualifications
3. Director's Information: Detailed information required for regulatory filings
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