A Board Resolution For Incorporation of Company is a crucial corporate governance document required when establishing a new company in the United Arab Emirates. This resolution is mandatory under UAE Commercial Companies Law and must be properly executed before proceeding with company registration. The document serves multiple purposes: it demonstrates board approval for the incorporation, specifies essential company details such as name and capital structure, designates authorized signatories, and delegates authority for completing the incorporation process. It must comply with UAE corporate governance requirements and may need additional provisions depending on whether the company is being established in mainland UAE or a free zone, and whether it involves foreign ownership. The resolution forms part of the official incorporation documentation submitted to relevant authorities such as the Department of Economic Development or Free Zone Authority.
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1. Header Information: Date, time, and location of the board meeting, and resolution reference number
2. Attendance Details: List of board members present, absent, and other attendees including whether quorum requirements are met
3. Preamble: Statement confirming the meeting was duly convened and notification requirements were met
4. Background: Brief context explaining the purpose of incorporating the new company
5. Core Resolutions: The main decisions regarding company incorporation, including company name, legal form, capital structure, and business activities
6. Authority Delegation: Specific powers granted to designated individuals to execute incorporation documents and represent the company
7. Signatory Powers: Designation of authorized signatories for banking and legal documents
8. Closing: Statement confirming the resolution's adoption and effective date
9. Signatures: Space for board members' signatures and company seal
1. Share Capital Allocation: Required when there are multiple shareholders or specific share class arrangements
2. Subsidiary Relationship: Include when the new company will be a subsidiary of an existing company
3. Branch Office Provisions: Required when establishing branch offices alongside the main company
4. Special Powers of Attorney: Include when specific individuals need special authorization for incorporation processes
5. Foreign Ownership Provisions: Required when foreign shareholders are involved
6. Free Zone Specific Requirements: Include when incorporating in a UAE free zone
1. Schedule 1 - Company Details: Detailed information about the company including proposed name, trade name, and business activities
2. Schedule 2 - Shareholding Structure: Detailed breakdown of shareholding percentages and share classes
3. Schedule 3 - Board Members: List of initial board members with their details and roles
4. Schedule 4 - Authorized Signatories: Comprehensive list of authorized signatories with their signing powers and limitations
5. Appendix A - Required Documents: List of documents required for incorporation process
6. Appendix B - Power of Attorney Template: Template for special powers of attorney if required
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Relevant Industries
Financial Services
Real Estate
Technology
Manufacturing
Retail
Healthcare
Professional Services
Construction
Energy
Logistics
Hospitality
Education
Media and Entertainment
Telecommunications
Relevant Teams
Legal
Corporate Governance
Compliance
Corporate Affairs
Company Secretariat
Board Administration
Executive Office
Risk Management
Finance
Business Development
Relevant Roles
Chief Executive Officer
Board Chairman
Board Member
Company Secretary
Chief Legal Officer
Corporate Governance Officer
Legal Counsel
Compliance Officer
Chief Financial Officer
Corporate Secretary
Managing Director
Executive Director
General Counsel
Business Development Manager
Corporate Affairs Manager
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