Companies Act (Cap. 50): Primary legislation governing corporate operations in Singapore. Contains key provisions for corporate authority, decision-making processes, requirements for corporate resolutions, directors' powers and duties, and company secretary responsibilities.
Securities and Futures Act (Cap. 289): Relevant when the resolution involves financial instruments or securities. Particularly important for listed companies or resolutions involving financial transactions.
Company Constitution/Articles of Association: Internal governing documents that must be consulted for specific requirements on passing resolutions and corporate decision-making processes.
Corporate Governance Code: Contains best practices for corporate decision-making. Essential reference for listed companies and recommended for private companies.
Banking Act (Cap. 19): Relevant legislation when the resolution involves banking matters or authorization of bank account signatories.
ACRA Guidelines: Guidelines from the Accounting and Corporate Regulatory Authority regarding compliance with filing requirements and corporate governance standards.
Board Approval Requirements: Specific requirements for obtaining board approval, including voting mechanisms and documentation.
Quorum Requirements: Minimum number of eligible participants required to make the resolution valid.
Notice Periods: Mandatory timeframes for giving notice of meetings where resolutions will be passed.
Voting Thresholds: Required majority or specific voting requirements to pass different types of resolutions.
Recording and Filing Requirements: Legal requirements for documenting the resolution and filing it with relevant authorities.
