A Board Authorization Resolution Form is a fundamental corporate governance document used in Hong Kong to formalize the delegation of authority within a company. It is required whenever a board of directors needs to officially authorize specific individuals to act on behalf of the company, whether for banking transactions, contract signing, or other corporate actions. The document must comply with Hong Kong's Companies Ordinance (Cap. 622) and typically includes detailed specifications of powers granted, monetary thresholds, and signing requirements. It serves multiple purposes: providing clear internal guidelines for authority levels, meeting regulatory requirements, and giving third parties (such as banks and business partners) confidence in dealing with company representatives. The resolution form is particularly important for Hong Kong companies due to the territory's status as a major financial center and its strict corporate governance requirements.
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1. Company Information: Legal name of the company, company registration number, and registered office address
2. Meeting Details: Date, time, location of the board meeting, and confirmation of quorum
3. Present Directors: List of directors present at the meeting and those absent
4. Chairman: Identification of the meeting's chairman
5. Resolution Context: Brief background explaining why the authorization is needed
6. Resolution Statement: The formal 'RESOLVED THAT' statement outlining the main authorization decision
7. Scope of Authority: Detailed description of the powers being granted
8. Duration and Limits: Time period of the authorization and any monetary or other limitations
9. Execution: Signature requirements and execution formalities
10. Certification: Secretary or director's certification of the resolution's authenticity
1. Banking Powers: Specific section for bank account operations and banking relationship management - include when authorization involves banking matters
2. Investment Authority: Details of authorized investment decisions and limitations - include when granting investment powers
3. Property Transactions: Authorization for real estate or property-related transactions - include when property dealings are involved
4. Legal Proceedings: Authority to represent the company in legal matters - include when legal representation powers are needed
5. Digital Authorization: Provisions for electronic signatures and digital platforms - include when electronic execution is contemplated
6. Subsidiary Management: Powers related to subsidiary company management - include when dealing with group companies
7. Foreign Operations: Authorization for overseas operations - include when international activities are involved
1. Schedule 1 - Authorized Signatories: List of authorized persons with their details and specimen signatures
2. Schedule 2 - Signing Matrix: Matrix showing different transaction types and required signature combinations
3. Schedule 3 - Monetary Limits: Detailed breakdown of authorization limits for different types of transactions
4. Appendix A - Supporting Documents: Copies of relevant supporting documentation (e.g., board meeting minutes extract)
5. Appendix B - Specific Powers: Detailed list of specific powers and authorities being delegated
6. Appendix C - Company Details: Corporate information including registration documents and director details
Relevant legal definitions
Authorized Persons
Authority Matrix
Board
Board Meeting
Company
Companies Ordinance
Corporate Seal
Delegated Authority
Directors
Electronic Signature
Extraordinary Transactions
Financial Year
Group
Material Transaction
Monetary Limits
Ordinary Course of Business
Quorum
Registered Office
Resolution
Seal
Secretary
Signing Authority
Signing Matrix
Subsidiary
Transaction Threshold
Written Resolution
Authority Matrix
Board
Board Meeting
Company
Companies Ordinance
Corporate Seal
Delegated Authority
Directors
Electronic Signature
Extraordinary Transactions
Financial Year
Group
Material Transaction
Monetary Limits
Ordinary Course of Business
Quorum
Registered Office
Resolution
Seal
Secretary
Signing Authority
Signing Matrix
Subsidiary
Transaction Threshold
Written Resolution
Clauses
Corporate Authority
Appointment
Banking Powers
Financial Authority
Signing Authority
Transaction Limits
Delegation Powers
Operational Authority
Document Execution
Contract Signing
Legal Proceedings
Property Matters
Investment Powers
Employment Matters
Regulatory Compliance
Electronic Authorization
Subsidiary Management
Foreign Operations
Revocation
Duration
Certification
Specimen Signatures
Recording Requirements
Compliance with Articles
Amendment Powers
Appointment
Banking Powers
Financial Authority
Signing Authority
Transaction Limits
Delegation Powers
Operational Authority
Document Execution
Contract Signing
Legal Proceedings
Property Matters
Investment Powers
Employment Matters
Regulatory Compliance
Electronic Authorization
Subsidiary Management
Foreign Operations
Revocation
Duration
Certification
Specimen Signatures
Recording Requirements
Compliance with Articles
Amendment Powers
Relevant Industries
Financial Services
Banking
Manufacturing
Retail
Technology
Real Estate
Healthcare
Professional Services
Energy
Transportation
Construction
Telecommunications
Education
Non-Profit Organizations
Mining
Agriculture
Relevant Teams
Legal
Finance
Treasury
Compliance
Corporate Secretarial
Risk Management
Corporate Governance
Internal Audit
Executive Office
Operations
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Company Secretary
Board Director
Managing Director
Executive Director
Financial Controller
Treasury Manager
Legal Counsel
Compliance Officer
Risk Manager
Department Head
Regional Manager
Country Manager
General Manager
Corporate Governance Officer
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