1. Financial Assessment: Statement regarding company's ability to pay for shares when buy back is substantial or out of capital

2. Shareholder Approval Reference: Reference to shareholder resolution when prior shareholder approval has been obtained

3. Regulatory Compliance: Statement regarding compliance with listing rules for listed companies

1. Share Details Schedule: Details of shares to be bought back including number, class and price

2. Solvency Statement: Directors' statement regarding company's ability to pay its debts

3. Form SH03: Companies House form for notice of purchase of own shares

To draft a board resolution for share buyback in the UK, you'll need to convene a board meeting and document the decision-making process. Begin by circulating an agenda that includes the proposal for a share buyback, along with relevant financial data and rationale. During the meeting, the board should thoroughly discuss the implications and vote on the resolution. If approved, the resolution should clearly outline the number of shares to be repurchased, the price range, and the timeline for execution. Ensure the resolution complies with the company's articles of association and relevant laws. Finally, have the resolution signed by authorized directors and file it in the company's statutory records.

A buyback board resolution should clearly outline the purpose and terms of the share buyback. It should state the maximum number or value of shares to be repurchased, the price range or formula for determining the buyback price, and the timeline for the buyback programme. The resolution should confirm that the company has sufficient distributable reserves to fund the buyback and that it will comply with all legal and regulatory requirements. It's advisable to include provisions addressing how the repurchased shares will be treated, such as cancellation or holding as treasury shares.

In the United Kingdom, board approval is generally mandatory for a company to initiate a share repurchase or buyback program. The Companies Act 2006 sets out specific requirements and procedures that must be followed, including obtaining authorisation from the company's shareholders through an ordinary resolution. The board of directors plays a crucial role in proposing the share buyback resolution and ensuring compliance with legal formalities. However, it's advisable to consult with a qualified legal professional for guidance on the specific steps and documentation required, as the process can vary depending on the company's articles of association and other factors.