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Board Resolution For Incorporation Of Company for United Arab Emirates

Board Resolution For Incorporation Of Company Template for United Arab Emirates

A Board Resolution for Incorporation of Company is a formal document issued under UAE law that records the board's decision to establish a new company. This document, governed by UAE Commercial Companies Law (Federal Law No. 2 of 2015, as amended), outlines crucial details including the company's name, legal structure, capital allocation, and authorized signatories. It serves as official evidence of the board's approval and provides the necessary authorization for proceeding with the incorporation process in the UAE. The resolution must comply with specific UAE corporate governance requirements and may need to address additional considerations if the incorporation involves free zones or foreign ownership.

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Board Resolution For Incorporation Of Company

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What is a Board Resolution For Incorporation Of Company?

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.

What sections should be included in a Board Resolution For Incorporation Of Company?

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

What sections are optional to include in a Board Resolution For Incorporation Of Company?

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

What schedules should be included in a Board Resolution For Incorporation Of Company?

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

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

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

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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