A Board Resolution For Power of Attorney is a crucial corporate governance document used when a company needs to formally delegate authority to specific individuals to act on its behalf. In Malaysia, this document must comply with the Companies Act 2016 and the Powers of Attorney Act 1949, ensuring proper corporate authorization and legal validity. It is typically required when companies need representatives to handle specific transactions, sign documents, manage bank accounts, or represent the company in various business dealings. The resolution includes detailed information about the appointed attorney's powers, limitations, and duration of authority, and must be properly executed according to Malaysian corporate law requirements. This document is particularly important for companies with operations across multiple locations or those requiring specific representatives for specialized transactions.
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1. Title and Date: Formal title of the resolution and date of the board meeting
2. Company Details: Full legal name of the company, registration number, and registered address
3. Preamble: Statement confirming the meeting was properly convened and quorum was present
4. Background: Explanation of why the power of attorney is necessary and its business purpose
5. Appointment of Attorney: Identity of the appointed attorney(s) and their full details
6. Scope of Authority: Detailed description of the powers being granted to the attorney
7. Duration: Period for which the power of attorney will remain valid
8. Execution Requirements: How the power of attorney should be executed and witnessed
9. Certification: Board's certification of the resolution and authorization for execution
1. Multiple Attorneys Clause: Required when appointing more than one attorney, specifying if they can act jointly or severally
2. Revocation Clause: Specific conditions under which the power of attorney may be revoked
3. Ratification Clause: Board's agreement to ratify all acts done by the attorney under the power
4. Special Powers: Any specific or unusual powers being granted that need special mention
5. Territorial Limitations: If the power of attorney is limited to specific geographical areas or jurisdictions
1. Schedule A - Specific Powers: Detailed list of specific powers and authorities granted to the attorney
2. Schedule B - Corporate Information: Certified copy of company registration documents and board composition
3. Schedule C - Attorney Details: Detailed information about the attorney(s) including identification documents
4. Appendix 1 - Meeting Details: Record of the board meeting including attendees and voting results
Relevant legal definitions
Clauses
Relevant Industries
Banking and Financial Services
Real Estate
Manufacturing
Import/Export
Construction
Professional Services
Retail
Technology
Healthcare
Energy
Transportation and Logistics
Relevant Teams
Legal
Corporate Secretarial
Corporate Governance
Executive Management
Administration
Compliance
Risk Management
Board Secretariat
Relevant Roles
Chief Executive Officer
Managing Director
Company Secretary
Legal Counsel
Corporate Lawyer
Board Director
Chief Financial Officer
Chief Operating Officer
Compliance Officer
Corporate Governance Officer
Risk Manager
Administrative Director
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