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Appointing A Director By Ordinary Resolution
"I need to draft an Appointing A Director By Ordinary Resolution document for our Swiss manufacturing company to appoint Dr. Maria Schmidt as a new independent director effective March 15, 2025, following the retirement of our current board member."
1. Company Details: Full legal name of the company, registration number, registered office address
2. Meeting Details: Date, time, location of the shareholders' meeting, and confirmation of proper notice being given
3. Quorum Confirmation: Statement confirming that the required quorum was present for the meeting
4. Resolution Text: The formal text of the ordinary resolution appointing the director
5. Director Information: Full name, date of birth, nationality, and residential address of the appointed director
6. Effective Date: Specification of when the appointment takes effect
7. Certification: Signature section for the chairman or authorized officer to certify the resolution
1. Attendance List: List of shareholders present or represented at the meeting, used when there's a significant number of shareholders
2. Previous Director Details: Include when the new director is replacing a resigning or removed director
3. Voting Results: Detailed breakdown of votes for, against, and abstentions, typically included for listed companies or when specifically requested
4. Additional Appointments: If the director is also being appointed to specific committees or roles within the board
5. Regulatory Confirmations: For regulated entities, confirmation that the appointment meets regulatory requirements
1. Director's Consent to Act: Signed declaration from the new director accepting the appointment and confirming their eligibility
2. Director's Details Form: Form containing all required personal information and professional qualifications of the new director
3. Regulatory Disclosure Form: For listed or regulated companies, any required regulatory disclosure forms
4. Extract from Commercial Register: Current extract showing the company's existing board composition
5. Notice of Meeting: Copy of the notice sent to shareholders (if not included in main document)
Authors
Articles of Association
Board of Directors
Chairman
Commercial Register
Company
Director
Effective Date
General Meeting
Meeting
Members Present
Ordinary Resolution
Quorum
Register of Directors
Registered Office
Resolution
Secretary
Shareholders
Swiss Code of Obligations
Voting Rights
Financial Services
Banking
Insurance
Manufacturing
Technology
Pharmaceuticals
Real Estate
Retail
Healthcare
Professional Services
Energy
Telecommunications
Transportation
Consumer Goods
Industrial
Media and Entertainment
Legal
Corporate Secretariat
Compliance
Corporate Governance
Board Administration
Regulatory Affairs
Human Resources
Corporate Affairs
Executive Office
Administration
Chief Executive Officer
Company Secretary
Corporate Lawyer
Legal Counsel
Compliance Officer
Board Secretary
Corporate Governance Officer
Director of Legal Affairs
Head of Corporate Services
General Counsel
HR Director
Chief Legal Officer
Board Chairman
Corporate Affairs Manager
Regulatory Compliance Manager
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