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Removal Of Director Resolution for United Arab Emirates

Removal Of Director Resolution Template for United Arab Emirates

A formal corporate resolution document governed by UAE Federal Law No. 32 of 2021 (Commercial Companies Law) that officially records and executes the removal of a director from a company's board. The document includes essential details such as the company's information, meeting proceedings, grounds for removal, voting results, and necessary authorizations. It must comply with UAE corporate governance requirements and be filed with relevant authorities, including the Department of Economic Development or applicable Free Zone authority.

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Removal Of Director Resolution

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What is a Removal Of Director Resolution?

The Removal of Director Resolution is a crucial corporate governance document used in UAE companies when there is a need to formally remove a director from the board. This document must comply with UAE Federal Law No. 32 of 2021 and any applicable free zone regulations. It is typically required in situations such as retirement, resignation, misconduct, or restructuring of the board. The resolution must include specific details about the company, the director being removed, the meeting where the decision was made, and proper authorizations. It serves as an official record of the removal decision and is required for updating the company's registration with relevant authorities. The document's format and content must align with both the company's Articles of Association and UAE corporate law requirements.

What sections should be included in a Removal Of Director Resolution?

1. Title and Company Details: Full legal name of the company, company registration number, registered office address, and date of the resolution

2. Meeting Details: Type of meeting (board/shareholder), date, time, location, and confirmation of proper notice given

3. Attendance and Quorum: List of present members, confirmation of quorum being met as per Articles of Association

4. Chairperson: Identity of meeting chairperson and confirmation of their authority

5. Background: Brief context explaining the reason for director removal (if appropriate and not sensitive)

6. Resolutions: The formal resolution(s) for removing the director, including full name, position, and effective date

7. Legal Authority: Reference to relevant articles of association and UAE Companies Law provisions authorizing the removal

8. Authorization: Authority given to officers/representatives to file necessary documents with relevant authorities

9. Signature Block: Space for required signatures, typically chairperson and company secretary or other authorized persons

What sections are optional to include in a Removal Of Director Resolution?

1. Voting Results: Detailed breakdown of votes cast, used when the resolution is passed in a contested situation

2. Additional Appointments: Section for appointing a replacement director, if being done simultaneously

3. Handover Provisions: Specific requirements for the departing director regarding company property, documents, and ongoing obligations

4. Confidentiality Statement: Additional confidentiality provisions if sensitive information is included in the resolution

5. Notice Period: Details of any notice period being given or waived, if applicable

What schedules should be included in a Removal Of Director Resolution?

1. Notice of Meeting: Copy of the notice sent to all relevant parties regarding the meeting

2. Attendance Register: Detailed list of all attendees including their capacity and voting rights

3. Power of Attorney: If any attendees are representing others through power of attorney

4. Director's Response: Any written response or representation from the director being removed (if provided)

5. Legal Opinions: Any legal opinions obtained regarding the removal process, if applicable

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

Technology & Communications

Manufacturing & Industrial

Retail & Consumer

Healthcare & Pharmaceuticals

Energy & Resources

Professional Services

Hospitality & Tourism

Transport & Logistics

Media & Entertainment

Education

Relevant Teams

Legal

Corporate Governance

Board of Directors

Corporate Secretariat

Compliance

Corporate Affairs

Executive Management

Administrative

Risk Management

Relevant Roles

Chief Executive Officer

Managing Director

Board Member

Company Secretary

Corporate Governance Officer

Legal Counsel

Compliance Officer

Board Chairman

Chief Legal Officer

Corporate Secretary

Head of Legal

Director of Compliance

Company Director

Corporate Affairs Manager

Governance 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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