The Board Resolution For General Authorization is a fundamental corporate governance document used when a company's Board of Directors needs to delegate specific powers to designated individuals for operational efficiency. This document is particularly crucial in the Saudi Arabian business context, where formal authorization is required for many corporate actions. It is typically used when companies need to empower executives or senior managers to handle day-to-day operations, enter into contracts, deal with government authorities, or manage banking relationships without requiring board approval for each action. The resolution must comply with the Saudi Companies Law 2015, CMA regulations for listed companies, and the company's Articles of Association. It serves as evidence of proper corporate authorization for third parties such as banks, government agencies, and business partners. The document typically includes specific details about the scope of authority, monetary limits, duration of the authorization, and any conditions or restrictions on the exercise of the delegated powers.
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1. Company Information: Full legal name of the company, commercial registration number, and registered address
2. Meeting Details: Date, time, location of the board meeting, and confirmation of quorum
3. Attendance Record: List of present and absent board members, and any other attendees
4. Preamble: Reference to the company's Articles of Association and relevant provisions authorizing the board to delegate powers
5. Recitals: Background information explaining the need for the general authorization
6. Principal Resolution: The main resolution granting general authorization, including the scope of authority
7. Authorized Individual(s): Details of the person(s) being granted the authorization, including their full legal names and positions
8. Duration of Authority: The period for which the authorization is valid
9. Limitations of Authority: Any monetary or operational limits on the authorization
10. Signature Requirements: Requirements for executing documents under this authorization
11. Certification: Statement certifying the resolution as true and accurate, signed by the Chairman/Secretary
1. Banking Powers: Specific authorization for banking transactions and financial matters
2. Real Estate Powers: Authorization for real estate transactions and property matters
3. Government Relations: Powers to deal with government authorities and regulatory bodies
4. Legal Proceedings: Authorization to represent the company in legal matters
5. Sub-delegation Powers: Authority to sub-delegate certain powers to other individuals
6. International Operations: Special powers for international business activities
7. Revocation of Previous Authorities: Section revoking any previous authorizations that may conflict
8. Emergency Powers: Special provisions for emergency situations requiring immediate action
1. Schedule 1: Scope of Authority: Detailed list of specific powers and authorities being granted
2. Schedule 2: Monetary Limits: Table of transaction limits and approval thresholds
3. Schedule 3: Authorized Signatories: Matrix of authorized persons and their signing authorities
4. Schedule 4: Specimen Signatures: Specimen signatures of all authorized individuals
5. Appendix A: Required Forms: Standard forms to be used when exercising the authority
6. Appendix B: Reporting Requirements: Templates and schedules for reporting actions taken under the authorization
Relevant legal definitions
Clauses
Relevant Industries
Banking & Financial Services
Real Estate
Manufacturing
Retail
Technology
Healthcare
Energy
Construction
Transportation & Logistics
Telecommunications
Professional Services
Education
Hospitality
Relevant Teams
Legal
Corporate Governance
Compliance
Executive Management
Corporate Secretariat
Finance
Operations
Risk Management
Administrative Affairs
Government Relations
Relevant Roles
Board Member
Chairman
Chief Executive Officer
Managing Director
Chief Financial Officer
Company Secretary
General Counsel
Chief Operating Officer
Regional Director
Country Manager
Head of Legal
Compliance Officer
Corporate Governance Officer
Executive Director
Senior Vice President
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