A Board Resolution For Increase In Authorised Share Capital is a critical corporate document required when a UAE company needs to expand its capital structure to accommodate growth, new investments, or strategic initiatives. This resolution is mandated under UAE Federal Decree-Law No. 32 of 2021 and must be properly executed before any actual increase in share capital can be implemented. The document captures the board's formal decision to increase the authorized share capital, specifies the quantum of increase, and provides necessary authorizations for implementing the decision. It serves as the foundation for subsequent regulatory filings, shareholder approvals (if required), and amendments to the company's constitutional documents. The resolution must address specific requirements based on the company's type (private/public) and jurisdiction (mainland/free zone) within the UAE.
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1. Company Information: Full legal name of the company, commercial registration number, and registered office address
2. Meeting Details: Date, time, location of the board meeting, and details of attendance and quorum
3. Preamble: Reference to the company's articles of association and existing share capital structure
4. Current Capital Statement: Statement of the current authorized and issued share capital
5. Proposed Increase: Details of the proposed increase in authorized share capital, including the new total amount
6. Board Decision: Formal resolution language approving the increase in authorized share capital
7. Implementation Authority: Authorization for specific officers to execute necessary documents and fulfill regulatory requirements
8. Closing: Signature block for board members and company seal
1. Shareholder Approval Reference: Required if shareholder approval has already been obtained, referencing the general assembly resolution
2. Regulatory Compliance Statement: Include when the company is regulated by specific authorities (e.g., SCA for public companies)
3. Free Zone Authority Requirements: Include specific declarations required by relevant free zone authority if the company is free zone registered
4. Share Class Details: Include when the capital increase involves multiple share classes or creates new share classes
1. Appendix A - Current Shareholding Structure: Detailed breakdown of existing shareholding pattern
2. Appendix B - Proposed Shareholding Structure: Detailed breakdown of shareholding pattern after the increase
3. Schedule 1 - Supporting Documents: List of documents evidencing board members' authority and company's power to increase capital
4. Schedule 2 - Regulatory Forms: Copies of required regulatory forms to be submitted to relevant authorities
Authors
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Real Estate
Technology
Manufacturing
Retail
Healthcare
Energy
Telecommunications
Professional Services
Construction
Hospitality
Trading
Education
Transportation
Industrial
Relevant Teams
Legal
Corporate Governance
Finance
Compliance
Corporate Affairs
Executive Office
Company Secretariat
Regulatory Affairs
Investment
Board Administration
Relevant Roles
Board Member
Company Secretary
Chief Executive Officer
Chief Financial Officer
Legal Director
Corporate Governance Officer
Compliance Manager
Finance Director
Managing Director
General Counsel
Corporate Affairs Manager
Board Chairman
Executive Director
Investment Manager
Regulatory Affairs Officer
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