A Board Resolution To Purchase Property is a fundamental corporate document required when a company intends to acquire real estate in Hong Kong. It must comply with the Hong Kong Companies Ordinance (Cap. 622) and demonstrate proper corporate governance. The resolution is typically prepared following initial property negotiations and due diligence, but before the formal property purchase agreement is executed. It serves multiple purposes: documenting board approval, designating authorized signatories, specifying transaction terms, and meeting regulatory requirements. This document is essential for land registration and banking purposes, particularly when financing is involved. The resolution should reflect all material terms of the purchase and include sufficient detail to satisfy both legal requirements and practical business needs.
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1. Title and Date: Formal title of the resolution and date of the board meeting
2. Attendance and Quorum: List of directors present and confirmation of meeting quorum requirements
3. Background: Context of the proposed property purchase, including business rationale
4. Property Details: Specific details of the property being purchased, including address, lot number, and registered particulars
5. Purchase Price: Agreed purchase price and payment terms
6. Board's Consideration: Record of the board's deliberation and consideration of the purchase
7. Resolution: The formal resolution text approving the purchase
8. Authorization: Authorization of specific officers to execute documents and complete the transaction
9. Certification: Certification by company secretary or director that resolution was duly passed
1. Financing Arrangements: Include when the purchase involves mortgage or other financing
2. Related Party Disclosure: Required when the transaction involves related parties
3. Shareholder Approval: Include when the transaction size requires shareholder approval under articles or listing rules
4. Risk Assessment: Include for significant purchases or when required by corporate governance policies
5. Valuation Reference: Include when an independent valuation has been obtained
1. Property Details Schedule: Detailed description of the property including boundaries, easements, and encumbrances
2. Purchase Terms Schedule: Detailed payment terms, conditions, and timeline
3. Due Diligence Report Summary: Summary of key findings from property due diligence
4. Authorized Signatories: List of authorized signatories and their signing authorities
5. Required Documentation: List of documents required for completion of the purchase
Relevant legal definitions
Board
Company
Property
Purchase Price
Completion Date
Directors
Meeting
Quorum
Resolution
Articles of Association
Authorized Signatories
Companies Ordinance
Land Registry
Purchase Agreement
Vendor
Due Diligence
Encumbrances
Title Documents
Assignment
Consideration
Government Lease
Land Search
Stamp Duty
Corporate Seal
Deed of Assignment
Certificates of Title
Company
Property
Purchase Price
Completion Date
Directors
Meeting
Quorum
Resolution
Articles of Association
Authorized Signatories
Companies Ordinance
Land Registry
Purchase Agreement
Vendor
Due Diligence
Encumbrances
Title Documents
Assignment
Consideration
Government Lease
Land Search
Stamp Duty
Corporate Seal
Deed of Assignment
Certificates of Title
Clauses
Preamble
Meeting Details
Quorum Declaration
Property Description
Purchase Price
Transaction Authorization
Execution Authority
Payment Terms
Due Diligence Approval
Financing Approval
Document Execution
Regulatory Compliance
Director Interests
Property Conditions
Completion Requirements
Officer Authorization
Legal Compliance
Corporate Authority
Certification
Meeting Details
Quorum Declaration
Property Description
Purchase Price
Transaction Authorization
Execution Authority
Payment Terms
Due Diligence Approval
Financing Approval
Document Execution
Regulatory Compliance
Director Interests
Property Conditions
Completion Requirements
Officer Authorization
Legal Compliance
Corporate Authority
Certification
Relevant Industries
Real Estate
Commercial Property
Retail
Manufacturing
Financial Services
Healthcare
Hospitality
Education
Technology
Logistics
Professional Services
Relevant Teams
Legal
Corporate Secretariat
Finance
Real Estate
Facilities Management
Risk & Compliance
Corporate Governance
Board of Directors
Executive Management
Property Management
Relevant Roles
Chief Executive Officer
Managing Director
Company Secretary
Board Director
Chief Financial Officer
General Counsel
Legal Director
Corporate Governance Officer
Real Estate Director
Facilities Manager
Property Manager
Compliance Officer
Risk Manager
Company Director
Board Chairman
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