The Corporate Resolution Template Free is a essential governance tool designed for Australian companies needing to document formal decisions in compliance with the Corporations Act 2001 and other relevant legislation. This template is particularly valuable for both private and public companies across Australia that need to record board or shareholder decisions on matters such as banking relationships, property transactions, corporate changes, or strategic decisions. The document includes provisions for proper recording of meeting details, attendees, resolutions passed, and necessary signatures, ensuring compliance with Australian corporate governance requirements. It can be used for both ordinary and special resolutions, making it versatile for various corporate needs while maintaining legal validity.
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1. Header Information: Company name, ACN, document type, and date of resolution
2. Type of Resolution: Specification of whether it's a Board Resolution, Shareholders' Resolution, or Unanimous Resolution
3. Meeting Details: Date, time, location (or virtual meeting details), and type of meeting
4. Attendance and Quorum: List of present directors/shareholders and confirmation of quorum requirements being met
5. Notice and Waiver: Confirmation that proper notice was given or waived
6. Background/Context: Brief explanation of why the resolution is needed
7. Resolution Text: The formal resolution(s) being passed, clearly numbered if multiple resolutions
8. Voting Results: Record of how the vote was conducted and its outcome
9. Certification: Statement certifying the resolution as true and correct
10. Execution: Signature block for authorized signatories
1. Recitals: Additional background information when complex context is needed
2. Conflicts of Interest: Required when any director has declared a conflict of interest in the matter
3. Legal Advice: Reference to any legal advice received, when applicable
4. Delegated Authority: When the resolution includes delegation of powers to specific individuals
5. Conditions Precedent: When the resolution is subject to certain conditions being met
6. Related Party Provisions: Required when the resolution involves related party transactions
1. Supporting Documents: Relevant documents referenced in the resolution (e.g., contracts, agreements)
2. Proxy Forms: If applicable for shareholder resolutions where proxies were used
3. Notice of Meeting: Copy of the notice sent to directors/shareholders
4. Expert Reports: Any professional or expert reports relied upon in making the decision
5. Voting Records: Detailed voting records when required for complex or contested resolutions
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