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Board Resolution For Entering Into Agreement for United Arab Emirates

Board Resolution For Entering Into Agreement Template for United Arab Emirates

A Board Resolution for Entering into Agreement is a formal document under UAE law that records the decision of a company's Board of Directors to authorize the execution of a specific agreement. This document, governed by UAE Federal Commercial Companies Law, serves as official evidence of corporate authorization and typically includes details of the board meeting, the specific powers granted, and the designated signatories. It must comply with UAE corporate governance requirements and the company's Articles of Association, ensuring proper documentation of the board's approval process and delegation of authority.

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What is a Board Resolution For Entering Into Agreement?

A Board Resolution For Entering Into Agreement is a crucial corporate governance document required under UAE law when a company needs to formally document its board's decision to enter into significant agreements or contracts. This document is essential for demonstrating proper corporate authority and compliance with UAE Federal Commercial Companies Law No. 32/2021. It's typically required when dealing with banks, government authorities, or significant business partners, and serves as evidence that the company has followed proper internal approval procedures. The resolution must be drafted in accordance with the company's Articles of Association and applicable UAE regulations, particularly considering requirements for board meeting quorum, voting thresholds, and signatory authorization. This document is especially important in the UAE context where corporate authority and formal documentation are strictly scrutinized in business transactions.

What sections should be included in a Board Resolution For Entering Into Agreement?

1. Company Details: Full legal name of the company, its registration number, and registered address

2. Meeting Details: Date, time, location of the board meeting, and confirmation that proper notice was given

3. Attendance and Quorum: List of directors present and confirmation that quorum requirements were met as per Articles of Association

4. Background: Brief context about why the agreement needs to be entered into and its business purpose

5. Review of Agreement: Confirmation that the board has reviewed and considered the terms of the proposed agreement

6. Resolution: The formal decision of the board to enter into the agreement, including specific approval of key terms

7. Authorization: Designation of authorized signatory/signatories and scope of their authority

8. Certification: Statement certifying that the resolution was duly passed and recording in minute book

What sections are optional to include in a Board Resolution For Entering Into Agreement?

1. Related Party Disclosure: Required when the agreement involves related parties as defined under UAE Commercial Companies Law

2. Specific Conditions: Any specific conditions or requirements that must be met before executing the agreement

3. Financial Impact: Required for significant transactions affecting company finances or when required by Articles of Association

4. Regulatory Compliance: Required when the agreement needs specific regulatory approvals or notifications

5. Delegation of Powers: Optional section detailing any delegation of powers to committees or management for implementation

What schedules should be included in a Board Resolution For Entering Into Agreement?

1. Copy of Agreement: Draft or final version of the agreement being approved

2. List of Authorized Signatories: Detailed list of authorized signatories with specimen signatures when required

3. Board Meeting Attendance Record: Official record of directors present, whether in person or via video/teleconference

4. Powers of Attorney: If relevant, any powers of attorney being granted as part of the resolution

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 and Financial Services

Real Estate and Construction

Manufacturing

Technology and Telecommunications

Healthcare

Retail and Consumer Goods

Energy and Utilities

Professional Services

Hospitality and Tourism

Transportation and Logistics

Education

Relevant Teams

Legal

Corporate Governance

Compliance

Board Secretariat

Executive Management

Corporate Affairs

Risk Management

Finance

Relevant Roles

Chief Executive Officer

Managing Director

Board Chairman

Board Member

Company Secretary

General Counsel

Legal Director

Corporate Governance Officer

Compliance Officer

Chief Financial Officer

Legal Manager

Corporate Secretary

Executive Director

Non-Executive Director

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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