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Board Resolution For Sale Of Shares Template for Ireland

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Key Requirements PROMPT example:

Board Resolution For Sale Of Shares

"I need a Board Resolution for Sale of Shares for my Irish private limited company to approve the transfer of 1,000 ordinary shares from existing shareholder John Smith to Mary O'Brien at €2.50 per share, to be completed by March 15, 2025."

Document background
A Board Resolution For Sale of Shares is a crucial corporate document required under Irish law when a company's shares are being transferred between parties. This document is essential for maintaining proper corporate governance and ensuring compliance with the Companies Act 2014 and other relevant Irish legislation. It is typically used when shareholders wish to sell their shares, when implementing employee share schemes, or during corporate restructuring. The resolution must include specific details about the share transfer, such as the number and class of shares, the identities of the transferor and transferee, the consideration paid, and any conditions attached to the transfer. It serves as evidence of the board's approval and can be required by various stakeholders, including banks, regulatory authorities, and future potential investors. The document must be properly executed and maintained in the company's records as required by Irish corporate law.
Suggested Sections

1. Meeting Details: Date, time, location of the board meeting, and details of attendance

2. Quorum Confirmation: Confirmation that the required quorum is present as per the company's constitution

3. Chairperson: Identification of the meeting's chairperson

4. Background: Context of the proposed share sale, including relevant previous discussions or decisions

5. Declaration of Interests: Directors' declarations of any interests in the proposed transaction

6. Proposed Transaction: Details of the share sale including number of shares, price, and parties involved

7. Board Considerations: Summary of the board's review and consideration of the transaction

8. Primary Resolutions: The main resolutions approving the share sale and related actions

9. Authorization: Specific authorizations for officers to execute documents and take necessary actions

10. Closing: Formal closing of the meeting and signature section

Optional Sections

1. Conditions Precedent: Used when the share sale approval is subject to certain conditions being met

2. Share Transfer Restrictions: Required when there are specific restrictions on share transfers in the company's constitution

3. Multiple Share Classes: Needed when the transaction involves different classes of shares

4. Regulatory Approvals: Include when the transaction requires specific regulatory approvals

5. Related Party Transaction Provisions: Required when the share sale involves related parties

6. Stock Exchange Notifications: Include for listed companies requiring stock exchange notifications

7. Dividend Rights: Used when there are specific provisions about dividend entitlements up to the transfer date

Suggested Schedules

1. Share Transfer Details: Detailed schedule of shares being transferred, including share certificate numbers and shareholder details

2. Valuation Report Summary: Summary of any valuation reports relied upon for the share price determination

3. Director Attendance Register: List of directors present and voting records

4. Required Regulatory Filings: List of all necessary regulatory filings and forms to be submitted

5. Powers of Attorney: Any relevant powers of attorney authorizing the transaction

6. Pre-existing Shareholders' Rights: Summary of any pre-emption rights or other shareholder rights relevant to the transaction

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

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Relevant Industries

Financial Services

Technology

Manufacturing

Real Estate

Healthcare

Retail

Professional Services

Energy

Transportation

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Agriculture

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Relevant Teams

Legal

Corporate Secretariat

Finance

Compliance

Corporate Governance

Executive Office

Administration

Share Registry

Corporate Services

Board Support

Relevant Roles

Chief Executive Officer

Company Director

Company Secretary

Chief Financial Officer

Legal Counsel

Corporate Lawyer

Compliance Officer

Board Chairman

Managing Director

Financial Controller

Corporate Governance Officer

Share Registry Manager

Board Administrator

Legal Administrator

Corporate Services Manager

Industries








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