Board Resolution For Cancellation Of Shares

Board Resolution For Cancellation Of Shares Template for United Arab Emirates

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Key Requirements PROMPT example:

"I need a Board Resolution for Cancellation of Shares for my UAE-based private limited company to cancel 10,000 ordinary shares following a share buy-back program, with the resolution to be effective from March 15, 2025."

Document background

A Board Resolution For Cancellation Of Shares is a crucial corporate document used in the United Arab Emirates when a company needs to formally cancel issued shares. This may occur following a share buy-back program, capital reduction, or other corporate restructuring initiatives. The document must comply with UAE Federal Law No. 32 of 2021 (Commercial Companies Law) and, where applicable, additional regulations from the Securities and Commodities Authority or relevant free zone authorities. The resolution includes essential details such as the number and class of shares being cancelled, impact on share capital, and necessary regulatory approvals. It serves as the primary instrument authorizing company officers to proceed with the cancellation process and forms part of the company's permanent corporate records.

Suggested Sections

1. Title and Date: Formal title of the resolution and date of the board meeting

2. Company Details: Full legal name, registration number, and registered address of the company

3. Attendance and Quorum: List of directors present and confirmation of meeting quorum requirements

4. Background: Context and reasons for the share cancellation, including reference to relevant board discussions or shareholder approvals

5. Statutory References: Reference to relevant provisions of UAE Companies Law and company's Articles of Association

6. Resolution Details: Specific details of shares to be cancelled, including number, class, and nominal value

7. Financial Impact: Statement on the effect on company's share capital and confirmation of compliance with minimum capital requirements

8. Implementation Authority: Authorization for specific officers to execute necessary documents and file with relevant authorities

9. Closing: Signatures of Chairman and Company Secretary, date of execution

Optional Sections

1. Shareholder Approval Reference: Required if prior shareholder approval has been obtained through general assembly

2. Regulatory Compliance: Required for listed companies to address SCA requirements

3. Free Zone Authority Requirements: Required for free zone companies to address specific free zone regulations

4. Share Buy-back Details: Required if the cancellation follows a share buy-back program

5. Capital Reduction Procedure: Required if the cancellation results in reduction of share capital

Suggested Schedules

1. Schedule 1 - Share Details: Detailed breakdown of shares to be cancelled, including share certificate numbers and shareholder information

2. Schedule 2 - Board Meeting Minutes: Extract of board meeting minutes approving the share cancellation

3. Schedule 3 - Shareholder Resolution: Copy of shareholder resolution approving the cancellation (if applicable)

4. Schedule 4 - Financial Statement Impact: Statement from auditor or financial officer regarding impact on company's financial statements

5. Appendix A - Required Forms: Regulatory forms required for filing with UAE authorities

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

alex.den.21@genieai.co

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Chief Executive Officer

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Let's create your Board Resolution For Cancellation Of Shares

Authors

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