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A Board Resolution For Declaration of Dividend is a crucial corporate governance document required under New Zealand law whenever a company's board decides to distribute profits to shareholders. This resolution must be created in compliance with the Companies Act 1993 and demonstrates that the board has properly considered and satisfied the statutory solvency test. The document is typically prepared following a board meeting where the company's financial position has been reviewed and a decision to pay dividends has been made. It includes essential details such as the dividend amount, payment terms, record date, and director certifications. The resolution serves multiple purposes: it creates a formal record of the board's decision, provides evidence of regulatory compliance, and forms the basis for subsequent dividend payment actions. This document is particularly important for maintaining proper corporate governance records and protecting director interests by documenting their due diligence in declaring dividends.

1. Meeting Details: Date, time, location of the board meeting, directors present, and confirmation of quorum

2. Chairperson: Identification of the meeting's chairperson

3. Background: Brief context about the company's financial position and reason for dividend consideration

4. Review of Financial Position: Confirmation that the board has reviewed the company's financial statements and position

5. Solvency Test: Statement confirming that the company satisfies the solvency test under Section 4 of the Companies Act 1993

6. Dividend Declaration: Formal declaration of the dividend, including amount per share, total amount, and payment date

7. Record Date: Specification of the date for determining shareholder eligibility

8. Payment Method: Details of how the dividend will be paid to shareholders

9. Certification: Directors' certification and signatures