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Board Resolution For Membership for Nigeria

Board Resolution For Membership Template for Nigeria

A Board Resolution for Membership is a formal document under Nigerian corporate law that records the board of directors' decision regarding changes in company membership or shareholding. This document, governed by the Companies and Allied Matters Act (CAMA) 2020, serves as official evidence of the board's approval for matters such as admitting new members, transferring shares, or accepting member resignations. It must comply with Nigerian corporate governance requirements and includes essential details about the meeting, the specific resolution passed, and any conditions or requirements associated with the membership change.

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Board Resolution For Membership

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What is a Board Resolution For Membership?

A Board Resolution For Membership is a crucial corporate governance document used in Nigerian business operations when companies need to formally document decisions regarding changes in membership or shareholding structure. This document type is required under the Companies and Allied Matters Act (CAMA) 2020 and must be filed with the Corporate Affairs Commission (CAC) when executing certain membership changes. The resolution is typically created during or after a board meeting where membership matters are discussed and decided upon. It serves multiple purposes, including providing evidence of proper corporate authorization, maintaining corporate records, and satisfying regulatory requirements. The document is essential for various membership actions such as admitting new shareholders, approving share transfers, accepting member resignations, or implementing changes in shareholding structure. It must contain specific details about the meeting, attendees, the resolution itself, and any relevant conditions or requirements as mandated by Nigerian corporate law.

What sections should be included in a Board Resolution For Membership?

1. Header Information: Company name, registration number, and date of resolution

2. Meeting Details: Date, time, location, and type of meeting (physical/virtual)

3. Attendance Record: List of directors present and absent, confirmation of quorum

4. Notice and Quorum: Confirmation that proper notice was given and quorum requirements were met

5. Background: Context and reasons for the membership resolution

6. Resolution Statement: The formal resolution text regarding the membership action

7. Voting Results: Record of how the board voted on the resolution

8. Authorization: Statement authorizing specific officers to execute necessary documents

9. Certification: Secretary/Chairman's certification of the resolution's accuracy

10. Signatures: Signature block for relevant officers

What sections are optional to include in a Board Resolution For Membership?

1. Special Conditions: Any specific conditions or requirements attached to the membership change

2. Share Transfer Details: Required when the resolution involves transfer of shares

3. Payment Terms: Include when the resolution involves payment for shares or membership interests

4. Regulatory Compliance: Specific section addressing compliance with regulatory requirements, if applicable

5. Foreign Investment Provisions: Required when involving foreign investors or members

6. Exit Provisions: Include when dealing with member resignation or removal

What schedules should be included in a Board Resolution For Membership?

1. Share Certificate: Copy of relevant share certificates (if applicable)

2. Membership Application: Copy of the membership application or request

3. Identity Documents: Copies of identification documents of new members

4. CAC Forms: Relevant Corporate Affairs Commission forms

5. Previous Board Minutes: Extract of previous board minutes referenced in the resolution

6. Supporting Documents: Any additional documents referenced in 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

Jurisdiction

Nigeria

Publisher

Ƶ

Document Type

Board Resolution

Cost

Free to use
Relevant legal definitions






























Clauses




















Relevant Industries

Financial Services

Manufacturing

Technology

Real Estate

Energy

Healthcare

Telecommunications

Agriculture

Professional Services

Construction

Mining

Retail

Education

Transportation

Hospitality

Relevant Teams

Legal

Corporate Secretariat

Board Services

Compliance

Corporate Governance

Executive Office

Corporate Affairs

Regulatory Affairs

Administrative Services

Finance

Relevant Roles

Board Director

Company Secretary

Chief Executive Officer

Managing Director

Legal Counsel

Corporate Governance Officer

Compliance Officer

Chairman of the Board

Chief Legal Officer

Company Registrar

Corporate Affairs Manager

Board Relations Manager

Executive Secretary

Chief Financial Officer

Corporate Services 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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