A Resolution of Sole Director is a crucial corporate governance document used in the United Arab Emirates when a company operates under a single-director structure. This document type is particularly common in UAE free zones and certain mainland companies where a sole director has been appointed with full decision-making authority. The resolution serves to formally document significant company decisions, ranging from routine operational matters to major corporate actions. It must comply with UAE Federal Law No. 32 of 2021 (Commercial Companies Law) and, where applicable, specific free zone regulations. The document typically includes details of the decision(s) made, the authority for making such decisions, and any conditions or requirements for implementation. A Resolution of Sole Director is essential for maintaining proper corporate records, demonstrating compliance with legal requirements, and providing clear evidence of authorized decision-making for stakeholders, banks, government authorities, and auditors.
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1. Title and Date: Formal title of the resolution, company details, and date of the resolution
2. Company Details: Full legal name of the company, registration number, registered office address
3. Director Details: Name and details of the sole director making the resolution
4. Preliminary Statements: Confirmation of director's authority, reference to relevant articles of association and applicable laws
5. Recitals: Background information explaining why the resolution is needed
6. Declaration of Capacity: Statement confirming the director's authority to make decisions as sole director
7. Resolutions: Clear numbered list of all decisions being made by the director
8. Execution Block: Signature section for the sole director with date and witness provisions if required
1. Quorum Statement: Optional statement confirming that the sole director constitutes a valid quorum (used when specifically required by Articles of Association)
2. Corporate Seal: Space for company seal if required by Articles of Association or specific resolution requirements
3. Shareholder Acknowledgment: Section for shareholder acknowledgment if the resolution requires shareholder approval or notification
4. Legal Opinion Reference: Reference to any legal opinions obtained, if the resolution is based on specific legal advice
5. Implementation Instructions: Specific instructions for implementing the resolutions, if required
1. Supporting Documents: Any relevant documents referenced in the resolution (e.g., financial statements, contracts, certificates)
2. Power of Attorney: If the resolution includes granting of powers of attorney
3. Company Documents: Copies of relevant company documents referenced in the resolution (e.g., Articles of Association excerpts)
4. Regulatory Approvals: Copies of any required regulatory approvals or licenses related to the resolution
5. Form of Notice: Template of any notices required to be sent as a result of the resolution
Relevant legal definitions
Company
Articles of Association
Board
Commercial Companies Law
Director
Memorandum of Association
Registered Office
Resolution
Seal
Secretary
Trade License
Applicable Law
Business Day
Corporate Documents
Effective Date
Free Zone Authority
Governing Law
License
Register
Regulatory Authority
Shareholders
Signing Date
Territory
UAE
Working Hours
Articles of Association
Board
Commercial Companies Law
Director
Memorandum of Association
Registered Office
Resolution
Seal
Secretary
Trade License
Applicable Law
Business Day
Corporate Documents
Effective Date
Free Zone Authority
Governing Law
License
Register
Regulatory Authority
Shareholders
Signing Date
Territory
UAE
Working Hours
Clauses
Authority and Capacity
Corporate Powers
Appointment and Removal
Financial Authorizations
Banking Matters
Corporate Actions
Asset Disposals
Contract Approvals
Regulatory Compliance
Document Execution
Power of Attorney
Company Administration
Corporate Structure
Business Operations
Legal Proceedings
Property Matters
Employment Matters
Share Transfers
Capital Changes
Distribution of Profits
Strategic Decisions
Operational Policies
Corporate Governance
Regulatory Filings
Implementation Instructions
Corporate Powers
Appointment and Removal
Financial Authorizations
Banking Matters
Corporate Actions
Asset Disposals
Contract Approvals
Regulatory Compliance
Document Execution
Power of Attorney
Company Administration
Corporate Structure
Business Operations
Legal Proceedings
Property Matters
Employment Matters
Share Transfers
Capital Changes
Distribution of Profits
Strategic Decisions
Operational Policies
Corporate Governance
Regulatory Filings
Implementation Instructions
Relevant Industries
Financial Services
Real Estate
Technology
Manufacturing
Retail
Professional Services
Healthcare
Construction
Trading
Hospitality
Energy
Transportation
Media and Entertainment
Education
Telecommunications
Relevant Teams
Legal
Corporate Governance
Compliance
Corporate Secretariat
Executive Office
Administration
Risk Management
Corporate Affairs
Board Support
Relevant Roles
Director
General Manager
CEO
Company Secretary
Legal Counsel
Corporate Governance Officer
Compliance Manager
Board Secretary
Managing Director
Chief Legal Officer
Corporate Services Manager
Governance Risk and Compliance Manager
Administrative Director
Executive Director
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