Alex Denne
Growth @ Genie AI | Introduction to Contracts @ UCL Faculty of Laws | Serial Founder

Draft Proper Board Resolutions

23 Mar 2023
15 min
Text Link

Note: Want to skip the guide and go straight to the free templates? No problem - scroll to the bottom.
Also note: This is not legal advice.

Introduction

The process of drafting proper board resolutions can be a daunting task, even for the most experienced business people. Thankfully, with Genie AI’s free board resolution templates and step-by-step guidance, it doesn’t have to be.

Genie AI is the world’s largest open source legal template library, which helps guide users through the complex process of creating effective board resolutions. We’ve compiled millions of datapoints from already existing documents to learn what makes a successful resolution and help you through each step - from crafting an initial draft to making sure all relevant parties are consulted - so that your final document reflects consensus on the topic. With the Genie AI community template library, you can draft and customize high quality legal documents without having any prior legal knowledge or experience using our platform, leaving you with a board resolution that meets industry standards without ever having to engage with a lawyer or expert.

At Genie AI we understand how important it is for businesses to ensure their resolutions are comprehensive and legally sound; this is why we’re dedicated to providing our community with access to templates which they can trust will give them everything they need in order to create successful documents. And best of all? You won’t even need an account in order access our resources! So don’t let the complexity of drafting proper board resolutions overwhelm you - read on below for more information on how exactly Genie AI can help you achieve success today!

Definitions (feel free to skip)

Contents

  • Identify the source of the error message (programming language, interpreter, etc.)
  • Review the code, checking for any typos or syntax errors
  • Check the command line for any wrong commands
  • Check the input data for any incorrect values
  • Consult the language manual for clarification on any commands or syntax
  • Search online for similar error messages and solutions
  • Check any log or debugging output for more information
  • Talk to other developers or colleagues and ask for their advice
  • Check if the language, interpreter, or other software being used is up to date
  • If all else fails, try to identify the root cause of the issue and re-write the code

Get started

Identify the source of the error message (programming language, interpreter, etc.)

  • Read the error message and take note of the programming language, interpreter, or other source of the error.
  • Check for any related documentation and look for more details about the source of the error.
  • Identify the source of the error and take note of it for reference.
  • When you have identified the source of the error, you can check this step off your list and move on to the next.

Review the code, checking for any typos or syntax errors

  • Carefully go through the code, line by line
  • Check for any misspelled words, incorrect syntax, and other typos
  • Compare the code to the original documentation to make sure it is accurate
  • If possible, try running the code in a simulator or interpreter to confirm it is working properly
  • Make sure to test any changes you make
  • Once you have finished reviewing the code and making any necessary corrections, you can move on to the next step.

Check the command line for any wrong commands

  • Review the command line for any incorrect commands or statements
  • Check for any typos or incorrect syntax
  • Test the command line for any errors
  • Know when the command line is free of errors and ready to move on to the next step by testing the command line for any errors and verifying none are present.

Check the input data for any incorrect values

  • Read the data provided and review for any discrepancies or errors
  • Check if the input data is accurate to the desired output
  • If errors or discrepancies are found, make a note of the details
  • Double check all input data to ensure accuracy
  • When all errors and discrepancies have been corrected, you can move on to the next step.

Consult the language manual for clarification on any commands or syntax

  • Read the language manual to understand the syntax, commands, and structure of the code you’re writing.
  • Research online for any additional help, if necessary.
  • Refer to the manual regularly to ensure you are using the correct syntax and commands.
  • Double check your code to ensure you understand the commands and syntax you are using.

When you can check this off your list and move on to the next step:

  • Once you feel confident in understanding the syntax and commands you’re using, you can move on to the next step.

Search online for similar error messages and solutions

  • Search relevant websites, forums, and other resources for any error messages or solutions related to the problem you are trying to solve
  • Make sure the solution you find is applicable to the language or technology you are using
  • Look for answers that are supported by a reputable source or are written by a knowledgeable author or expert
  • Check the date of the article or post to make sure it is recent and up-to-date
  • When you have found a solution or answer that meets your needs, make sure you understand the instructions and how to implement them correctly
  • Once you have a solution that works, you can move on to the next step in the guide.

Check any log or debugging output for more information

  • Check application logs for runtime errors and debug output
  • Check system logs for messages regarding the issue
  • Read any output generated by the application or system
  • Scan logs for any suspicious activity or errors
  • Look for any output related to the issue
  • When you have gone through all available logs, move on to the next step

Talk to other developers or colleagues and ask for their advice

  • Reach out to other developers or colleagues who may have experience in drafting board resolutions
  • Ask them for advice on the best way to go about drafting a suitable resolution
  • Make sure to get a consensus of opinion and decide on the best route to take
  • Once you have a final draft, you can move on to the next step in the guide.

Check if the language, interpreter, or other software being used is up to date

• Check the version of the language, interpreter, or other software and compare to the latest version available.
• Consider downloading the latest version if the current version is out of date.
• Be sure to backup any files before making any changes.
• Once the language, interpreter, or other software is up to date, you can move on to the next step.

If all else fails, try to identify the root cause of the issue and re-write the code

  • Read through any error messages that may be present, and try to identify any patterns or common patterns among them
  • Check any documentation related to the code you are using to see if there are any known issues that could be causing the problem
  • Break down the code into smaller pieces and test each one individually to see if you can identify the root cause of the issue
  • If possible, try to re-write the code in a different language or using different software to see if that resolves the issue
  • Once you have identified the root cause of the issue and re-written the code, check to see if the issue has been resolved. If so, you can check this step off your list and move on to the next step.

FAQ:

Q: Are all board resolutions legally binding?

Asked by Isabel on March 12th 2022.
A: Board resolutions are legally binding documents that are used to record and formalise decisions made by a company’s board of directors. The resolutions are documented in a written form and signed off by all members of the board. Depending on the jurisdiction or country the company is based in, there may be additional requirements for the resolution to be legally binding. For example, if your company is based in the UK, you will need to ensure the resolution is drafted in accordance with the requirements of UK corporate law.

Q: What information should be included in a board resolution?

Asked by Gabriel on May 22nd 2022.
A: A board resolution should include all relevant details of the decision being made, including the date and time it was made, who made it, and why it was made. It should also include a summary of the discussion that took place prior to making the decision, as well as any further action that needs to be taken following the resolution being passed. Depending on the jurisdiction, you may need to include specific wording or clauses which are necessary for legal enforceability.

Q: How do I draft a board resolution for a SaaS business?

Asked by Sebastian on June 19th 2022.
A: Drafting a board resolution for a SaaS business should take into account industry-specific regulations and best practices. You should ensure that any contractual obligations that need to be addressed in the resolution are included, such as pricing models and customer service obligations. Additionally, you should make sure that any changes to existing policies or procedures are clearly outlined in the resolution so that they can be easily enforced and monitored.

Q: Is there a difference between UK and US board resolutions?

Asked by Mia on August 3rd 2022.
A: Yes, there are differences between UK and US board resolutions. In the UK, board resolutions must comply with corporate law requirements and are usually more formal than their US counterparts. Additionally, US resolutions usually require more detail than those drafted in the UK in order to be legally binding. This includes additional clauses concerning payment terms and customer service obligations which may not be required for UK board resolutions.

Q: What do I need to consider when drafting a board resolution for an EU-based business?

Asked by Elijah on September 5th 2022.
A: When drafting a board resolution for an EU-based business, you should take into account both EU legislation and any additional national laws which apply to your particular country or jurisdiction. You should also consider any existing contracts or agreements which may need to be addressed in the resolution and make sure these are included as appropriate. Additionally, you may want to consider any potential implications of Brexit when drafting your resolution, as this could affect any decisions you make concerning EU legislation.

Q: Can I use templates when drafting my board resolution?

Asked by Abigail on October 27th 2022.
A: Yes, you can use templates when drafting your board resolution but it is important to ensure that they are tailored to your specific needs and industry requirements before submitting them for approval by the board of directors. For example, if your business operates within a certain sector such as technology or SaaS then it may be necessary to include industry-specific clauses or conditions within your template which will help ensure your board resolution is legally binding and enforceable. Additionally, if you are operating within an EU jurisdiction then you will need to take into account any relevant EU legislation when drafting your template in order to ensure it is compliant with local laws.

Q: What happens if I don’t draft my board resolutions correctly?

Asked by Michael on November 14th 2022.
A: If you don’t draft your board resolutions correctly then there is a risk that they will not be legally binding or enforceable and therefore cannot be enforced if necessary. In addition, if your resolutions do not comply with applicable laws then there may also be financial penalties or other repercussions as a result of non-compliance. For this reason it is always important to ensure that all necessary steps have been taken when drafting your resolutions so that they meet all legal requirements and are effective in protecting your business interests.

Example dispute

Suing a Corporation for Breach of Board Resolution

  • Plaintiff may raise a lawsuit against a corporation for breach of board resolution when the company failed to comply with a board resolution that it had previously agreed to.
  • The board resolution could be related to any number of things, including the sale of assets, the hiring of employees, the payment of dividends, or any other contractual obligation the company has undertaken.
  • The plaintiff must be able to prove that the company was in breach of the board resolution, meaning that they failed to fulfill their obligations.
  • The plaintiff must also demonstrate that they suffered damages as a result of the breach, such as financial losses or loss of reputation.
  • If a settlement is reached, the plaintiff may be awarded monetary damages, or the company may be required to take certain corrective measures to rectify the breach.
  • If a court determines that the breach was intentional or malicious, the court may also award punitive damages to the plaintiff to punish the company for its actions.

Templates available (free to use)

Board Resolution Authorizing Chapter 11 Filing
Board Resolution Company Name Change
Board Resolution To Approve The Form And Sending Of Written Members Resolution
Section 303 Board Resolution To Consider Notice Of General Meeting Requisitioned By Members
Section 314 Board Resolution To Consider Circulation Of Statement Requisitioned By Members
Section 338 Board Resolution To Consider Notice Of Resolution Requisitioned By Members
Section 338A Board Resolution To Consider Including Matter In Business Of Agm Requisitioned By Members
Standard Board Resolution Directors

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