Board Resolution For Corporate Guarantee for United Arab Emirates

Board Resolution For Corporate Guarantee Template for United Arab Emirates

A Board Resolution for Corporate Guarantee is a formal document evidencing the decision of a company's board of directors to provide a corporate guarantee in favor of a third party. Under UAE law, particularly Federal Law No. 32 of 2021 (Commercial Companies Law) and the UAE Civil Code, this document serves as official authorization for the company to undertake guarantee obligations. It includes specific details about the guarantee, authorized signatories, and necessary declarations regarding the company's authority and compliance with legal requirements. The resolution must follow prescribed formalities to be legally effective in the UAE jurisdiction.

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What is a Board Resolution For Corporate Guarantee?

A Board Resolution For Corporate Guarantee is a critical corporate document required when a UAE company intends to guarantee the obligations of another entity. This document is essential in various business contexts, such as parent companies guaranteeing subsidiaries' obligations, group company support, or business relationship requirements. The resolution must comply with UAE Federal Law No. 32 of 2021 (Commercial Companies Law), the UAE Civil Code, and any applicable regulatory requirements. It typically details the board's approval of the guarantee, its terms, the authorized signatories, and includes necessary declarations regarding corporate benefit and authority. This document is particularly important as it provides evidence of proper corporate authorization and helps protect the interests of all parties involved in the guarantee arrangement.

What sections should be included in a Board Resolution For Corporate Guarantee?

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

2. Meeting Details: Date, time, location of the board meeting, and confirmation of proper notice

3. Attendance and Quorum: List of present directors and confirmation of meeting quorum as per Articles of Association

4. Background: Context of the guarantee requirement and relationship with the principal debtor

5. Guarantee Details: Specific details of the guarantee including amount, beneficiary, and underlying obligations

6. Board Declarations: Declarations regarding company's interest, solvency, and authority to provide guarantee

7. Resolutions: Formal resolutions approving the guarantee and authorizing specific actions

8. Authorization: Specific authorization for named individuals to execute guarantee and related documents

9. Certification: Certification of the resolution by the Chairman/Company Secretary

What sections are optional to include in a Board Resolution For Corporate Guarantee?

1. Related Party Disclosures: Required if the guarantee involves related parties as defined under UAE Companies Law

2. Consideration of Financial Statements: Include when the guarantee amount is significant relative to company's financial position

3. Shareholder Approval Reference: Required if the guarantee amount exceeds thresholds requiring shareholder approval

4. Regulatory Compliance Statements: Include for regulated entities or when specific regulatory approvals are needed

5. Counter-Indemnity Provisions: Include when the company requires counter-indemnity from other parties

What schedules should be included in a Board Resolution For Corporate Guarantee?

1. Schedule 1 - Form of Guarantee: Draft or final form of the corporate guarantee to be executed

2. Schedule 2 - Board Meeting Attendance Record: Detailed record of attendance including any proxies or alternates

3. Schedule 3 - Supporting Documents: List of key documents reviewed by the board (facility agreements, term sheets, etc.)

4. Appendix A - Specimen Signatures: Specimen signatures of authorized signatories approved in the resolution

5. Appendix B - Powers of Attorney: If specific powers of attorney are to be executed pursuant to the resolution

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

Publisher

Genie AI

Document Type

Board Resolution

Cost

Free to use
Relevant Industries

Banking and Financial Services

Real Estate and Construction

Manufacturing

Trading and Distribution

Energy and Utilities

Telecommunications

Healthcare

Hospitality

Retail

Technology

Infrastructure

Transportation and Logistics

Relevant Teams

Legal

Finance

Corporate Secretariat

Compliance

Risk Management

Treasury

Corporate Governance

Board Secretariat

Executive Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Company Secretary

Legal Director

Corporate Governance Officer

Board Director

Chairman

Managing Director

General Counsel

Finance Manager

Treasury Manager

Compliance Officer

Corporate Legal Counsel

Risk Manager

Company Director

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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