Document background
A Board Resolution Change Of Directors is a crucial corporate governance document required under Dutch law whenever there are changes to a company's board composition. This document is necessary for both private and public companies registered in the Netherlands when appointing new directors or recording the departure of existing ones. It must comply with the Dutch Civil Code (Burgerlijk Wetboek), particularly Book 2, and align with the company's Articles of Association. The resolution serves multiple purposes: it formally records the board's decision, provides evidence for updating the company's registration at the Dutch Chamber of Commerce (KVK), and forms part of the company's official records. It typically follows a board meeting where the changes are approved and must include specific details about the timing and nature of the changes, along with information about both departing and incoming directors.
