A Board Resolution For Termination of Agreement is a crucial corporate governance document used in Indian business practice when a company needs to formally end an existing contractual relationship through board approval. This document is required under the Companies Act, 2013, when the termination of an agreement is significant enough to warrant board-level decision-making. It includes specific details about the board meeting, the agreement being terminated, reasons for termination, and authorization for executing the termination. The resolution must be maintained in the company's records and may need to be filed with regulatory authorities if it pertains to material contracts. It's particularly important for ensuring proper corporate governance and creating a clear audit trail of decision-making in contract termination situations.
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1. Title and Date: Specifies that this is a board resolution and the date of the meeting
2. Company Details: Full legal name of the company, registered office address, and CIN number
3. Meeting Details: Time, place, and manner of the meeting (physical/virtual), quorum confirmation
4. Directors Present: List of directors who attended the meeting
5. Chairman: Name of the person chairing the meeting
6. Agreement Details: Full details of the agreement being terminated, including date, parties, and purpose
7. Background: Brief context about the agreement and reasons for termination
8. Resolution: The formal resolution text approving the termination
9. Authorization: Authorizing specific officers to execute the termination and related documents
10. Closure: Formal closing of the resolution with chairman's signature
1. Notice Period: Include when the agreement requires a specific notice period for termination
2. Termination Conditions: Include when there are specific conditions or terms for the termination
3. Financial Implications: Include when there are significant financial consequences of the termination
4. Transition Arrangements: Include when specific transition plans need to be documented
5. Legal Opinion Reference: Include when the board has relied on legal counsel's opinion for the termination
6. Regulatory Compliance: Include when specific regulatory requirements need to be addressed
1. Copy of Original Agreement: Attach the agreement being terminated for reference
2. Termination Notice: Draft of the formal termination notice to be sent
3. Legal Opinion: If obtained, attach the legal opinion regarding the termination
4. Financial Statement: If relevant, attach statement showing financial impact of termination
5. Transition Plan: If applicable, detailed plan for implementing the termination
Relevant legal definitions
Agreement
Board
Board Meeting
Company
Chairman
Counter-party
Directors
Effective Date
Notice Period
Original Agreement
Parties
Registered Office
Resolution
Seal
Secretary
Termination Date
Termination Notice
Authorized Signatory
Applicable Law
Business Day
Companies Act
Corporate Identification Number
Quorum
Material Breach
Transition Period
Board
Board Meeting
Company
Chairman
Counter-party
Directors
Effective Date
Notice Period
Original Agreement
Parties
Registered Office
Resolution
Seal
Secretary
Termination Date
Termination Notice
Authorized Signatory
Applicable Law
Business Day
Companies Act
Corporate Identification Number
Quorum
Material Breach
Transition Period
Clauses
Meeting Details
Quorum Confirmation
Attendance
Notice and Agenda
Recitals
Agreement Identification
Termination Grounds
Board Approval
Authorization
Execution Authority
Notice Requirements
Compliance Statement
Record Keeping
Regulatory Disclosure
Transition Arrangements
Financial Impact
Legal Compliance
Signature Authority
Implementation Timeline
Communication Protocol
Quorum Confirmation
Attendance
Notice and Agenda
Recitals
Agreement Identification
Termination Grounds
Board Approval
Authorization
Execution Authority
Notice Requirements
Compliance Statement
Record Keeping
Regulatory Disclosure
Transition Arrangements
Financial Impact
Legal Compliance
Signature Authority
Implementation Timeline
Communication Protocol
Relevant Industries
Information Technology
Manufacturing
Financial Services
Healthcare
Real Estate
Retail
Telecommunications
Energy and Utilities
Professional Services
Construction
Education
Hospitality
Transportation and Logistics
Relevant Teams
Legal
Compliance
Corporate Secretarial
Board of Directors
Executive Leadership
Corporate Governance
Risk Management
Administrative
Contract Management
Relevant Roles
Company Secretary
Chief Executive Officer
Managing Director
Board Chairman
Legal Counsel
Compliance Officer
Corporate Governance Officer
Chief Legal Officer
Board Director
Executive Director
Chief Financial Officer
Corporate Secretary
Legal Manager
Compliance Manager
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