Ordinary Resolution Of Shareholders Template for New Zealand

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Key Requirements PROMPT example:

Ordinary Resolution Of Shareholders

"I need an Ordinary Resolution of Shareholders to appoint Sarah Chen as a new director of our New Zealand tech company, effective from March 15, 2025, including all necessary compliance requirements under the Companies Act 1993."

Document background
An Ordinary Resolution of Shareholders is a critical corporate governance tool used in New Zealand business operations. This document type is required when shareholders need to make decisions that can be passed with a simple majority vote (more than 50% of voting rights) under the Companies Act 1993. Common scenarios requiring an Ordinary Resolution include the appointment or removal of directors, approval of financial statements, authorization of dividend payments, and other routine corporate matters. The document must clearly state the resolution(s) being passed, record voting results, and be properly certified. It forms part of the company's official records and may need to be filed with the Companies Office or other regulatory bodies depending on the nature of the resolution.
Suggested Sections

1. Company Details: Full legal name of the company, company number, and registered office address

2. Date: Date of the resolution

3. Type of Resolution: Statement confirming this is an ordinary resolution of shareholders

4. Notice and Meeting Details: Reference to the notice of meeting (if applicable) or confirmation that proper notice was given or waived

5. Quorum: Confirmation that a quorum was present or that sufficient shareholders participated

6. Resolution Text: Clear statement of the resolution(s) being passed, using 'RESOLVED THAT' format

7. Voting Results: Record of the voting outcome, including numbers/percentages for, against, and abstaining

8. Certification: Certification of the resolution's passing, typically signed by the chairperson or authorized representative

Optional Sections

1. Preamble: Additional background information when complex context is needed to understand the resolution

2. Related Resolutions: Reference to other resolutions that may be connected or dependent on this resolution

3. Conditions Precedent: Any conditions that must be met before the resolution takes effect

4. Implementation Instructions: Specific instructions for carrying out the resolution's requirements

5. Proxy Details: Information about proxies when proxy votes were used

6. Dissenting Votes: Detailed record of any dissenting votes when required for legal purposes

Suggested Schedules

1. Voting Record: Detailed breakdown of all votes cast, including shareholder names and their respective voting powers

2. Supporting Documents: Any relevant documents referenced in the resolution (e.g., agreements, certificates, or reports)

3. Notice of Meeting: Copy of the notice of meeting or written resolution circulation document

4. Powers of Attorney: Copies of any powers of attorney or other authorities under which the resolution was executed

5. Certificate of Director/Secretary: Official certification of the resolution's validity and compliance with company requirements

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant Industries

Financial Services

Technology

Manufacturing

Retail

Professional Services

Real Estate

Healthcare

Energy

Mining

Agriculture

Transportation

Construction

Telecommunications

Education

Hospitality

Relevant Teams

Legal

Corporate Secretariat

Compliance

Corporate Governance

Board Support

Executive Office

Risk Management

Shareholder Services

Corporate Affairs

Administrative Support

Relevant Roles

Company Secretary

Corporate Lawyer

Legal Counsel

Compliance Officer

Board Director

Chief Executive Officer

Chief Financial Officer

Corporate Governance Manager

Legal Administrator

Risk Manager

Company Director

Managing Director

Board Chairman

Corporate Services Manager

Shareholder Relations Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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