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Board Resolution For Buy Back Of Shares for United Arab Emirates

Board Resolution For Buy Back Of Shares Template for United Arab Emirates

A formal corporate document issued under UAE law that records the board of directors' resolution to implement a share buyback program. The document must comply with Federal Law No. 2 of 2015 (UAE Commercial Companies Law) and relevant SCA regulations, detailing the specific terms, conditions, and authorizations for the share buyback. It includes essential elements such as the number of shares to be repurchased, price range, implementation period, and confirmation of compliance with legal and regulatory requirements. The resolution serves as official evidence of board approval and provides the necessary authority for corporate officers to execute the buyback program.

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What is a Board Resolution For Buy Back Of Shares?

The Board Resolution For Buy Back Of Shares is a crucial corporate document used in the United Arab Emirates when a company decides to repurchase its own shares from the market or shareholders. This document is required under UAE Commercial Companies Law (Federal Law No. 2 of 2015) and must comply with SCA regulations for listed companies. The resolution is typically employed during share capital restructuring, market price stabilization, or excess cash utilization scenarios. It must detail the buyback program's specifics, including volume, price range, duration, and implementation methodology. The document serves multiple purposes: it evidences board approval, provides operational authority to corporate officers, demonstrates regulatory compliance, and forms part of the company's corporate records. For listed companies, this resolution is particularly important as it forms the basis for market notifications and regulatory submissions.

What sections should be included in a Board Resolution For Buy Back Of Shares?

1. Header Information: Company name, commercial registration number, and meeting details including date, time, venue, and attendance

2. Attendance and Quorum: List of board members present, confirmation of quorum as per Articles of Association, and meeting chairperson

3. Preamble: Reference to relevant laws, Articles of Association provisions, and any previous board or shareholder resolutions relevant to the buyback

4. Background: Context for the share buyback decision, including business rationale and market conditions

5. Share Buyback Details: Specific details of the proposed buyback including number of shares, price range, and implementation period

6. Financial Considerations: Confirmation of company's ability to fund the buyback and impact on capital adequacy

7. Regulatory Compliance: Statements confirming compliance with UAE Commercial Companies Law and other applicable regulations

8. Resolution Statements: Formal 'BE IT RESOLVED' statements detailing each specific decision and authorization

9. Implementation Authority: Authorization of specific officers to execute the buyback and related documentation

10. Closing: Signatures of board members, company seal, and certification by board secretary

What sections are optional to include in a Board Resolution For Buy Back Of Shares?

1. Shareholder Approval Reference: Required if prior shareholder approval has been obtained or is being sought

2. Stock Exchange Notifications: Required for listed companies, detailing required notifications to DFM/ADX

3. Central Bank Approval: Required for financial institutions, referencing Central Bank approval or requirements

4. Treasury Shares Management: Optional section detailing how bought back shares will be managed or canceled

5. Expert Opinions: Optional section referencing any external valuations or expert opinions obtained

What schedules should be included in a Board Resolution For Buy Back Of Shares?

1. Share Buyback Program Details: Detailed timeline, price ranges, and execution methodology for the buyback

2. Financial Statements Extract: Relevant financial information demonstrating company's ability to conduct buyback

3. Legal Opinion Summary: Summary of legal counsel's opinion on the buyback's compliance with applicable laws

4. Shareholder Resolution: Copy of shareholder resolution if already obtained

5. Regulatory Submissions: Copies of notifications or applications to relevant regulatory authorities

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Publisher

Ƶ

Document Type

Board Resolution

Cost

Free to use
Relevant legal definitions























Clauses




















Relevant Industries

Banking & Financial Services

Real Estate & Construction

Retail & Consumer

Technology & Communications

Energy & Resources

Healthcare & Pharmaceuticals

Manufacturing & Industrial

Professional Services

Transport & Logistics

Hospitality & Tourism

Relevant Teams

Legal

Finance

Corporate Secretariat

Compliance

Treasury

Investor Relations

Risk Management

Corporate Communications

Corporate Governance

Board Affairs

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Company Secretary

Legal Director

Compliance Officer

Board Secretary

Corporate Governance Officer

Finance Director

Treasury Manager

Investor Relations Director

Risk Management Officer

Corporate Communications Director

Board Members

Managing Director

General Counsel

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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