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Board Resolution Appointing Officers Template for Ireland

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Key Requirements PROMPT example:

Board Resolution Appointing Officers

"I need a Board Resolution Appointing Officers for an Irish technology startup to appoint our first CFO and COO, effective March 1, 2025, with specific emphasis on international banking authority and cryptocurrency trading permissions."

Document background
A Board Resolution Appointing Officers is a crucial corporate governance document used when a company's board of directors formally appoints new officers or reappoints existing ones. Under Irish law, particularly the Companies Act 2014, companies must maintain proper records of officer appointments and ensure appropriate corporate authorization. This document is typically prepared following a board meeting where officer appointments are discussed and approved, and it must include specific details about the appointments, such as titles, duties, terms of service, and any special authorities granted. The resolution serves multiple purposes: it provides evidence of proper corporate authorization, establishes the scope of officer authority, and creates a record for regulatory compliance. It's particularly important for Irish companies as it forms part of their statutory records and may need to be filed with the Companies Registration Office.
Suggested Sections

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

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

3. Meeting Details: Confirmation of proper notice, quorum present, and meeting validity

4. Recitals: Background information explaining the need for officer appointments and confirming board authority

5. Resolution Details: The formal resolution text appointing specific individuals to officer positions

6. Terms of Appointment: Specific details about roles, responsibilities, and terms of service

7. Effective Date: When the appointments take effect

8. Authorization: Authority granted to officers to execute necessary documents

9. Certification: Secretary's certification of the resolution's adoption

10. Signatures: Signature block for board chair and secretary

Optional Sections

1. Removal of Previous Officers: Include when new appointments are replacing existing officers

2. Compensation Terms: Include if the resolution also establishes officer compensation

3. Specific Powers and Limitations: Include when special authority or restrictions need to be documented

4. Committee Appointments: Include when officers are also being appointed to specific board committees

5. Regulatory Compliance Statements: Include for regulated industries or when specific compliance requirements must be met

Suggested Schedules

1. Schedule A - Officer Details: Detailed information about appointed officers including full names, addresses, and PPS numbers

2. Schedule B - Role Descriptions: Detailed description of duties and responsibilities for each officer position

3. Appendix 1 - Required Regulatory Forms: Any necessary regulatory filing forms or notifications

4. Appendix 2 - Officer Acceptance: Written acceptance of appointment by each officer

5. Appendix 3 - Board Meeting Minutes: Extract of board meeting minutes relating to the appointments

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions

























Clauses




















Relevant Industries

Financial Services

Technology

Manufacturing

Retail

Healthcare

Professional Services

Real Estate

Construction

Energy

Transportation

Education

Non-Profit Organizations

Telecommunications

Media and Entertainment

Agriculture

Relevant Teams

Legal

Corporate Governance

Board Secretariat

Executive Office

Compliance

Risk Management

Human Resources

Corporate Affairs

Regulatory Affairs

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Operating Officer

Company Secretary

Corporate Counsel

Board Director

Board Chairman

Compliance Officer

Legal Director

Corporate Governance Manager

Risk Manager

Human Resources Director

Corporate Secretary

Managing Director

Executive 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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