A Board Resolution For Bank Loan is a critical corporate document required when a company in Nigeria seeks to obtain financing from a banking institution. This document is mandated by the Companies and Allied Matters Act (CAMA) 2020 and must comply with Central Bank of Nigeria (CBN) regulations. It is used to formally document the board's approval of the loan facility, including specific details such as the loan amount, purpose, security arrangements, and designated signatories. The resolution demonstrates to the lending bank that the company has followed proper corporate governance procedures and has the authority to enter into the loan agreement. It typically follows a board meeting where the loan proposal is discussed and approved, and serves as evidence that the borrowing is within the company's powers as per its articles of association.
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1. Meeting Details: Date, time, venue of the board meeting, and confirmation of proper notice
2. Attendance and Quorum: List of directors present and confirmation of meeting quorum as per company's articles
3. Chairman: Appointment/confirmation of meeting chairman
4. Purpose of Resolution: Clear statement of the purpose to obtain bank loan and basic loan details
5. Loan Details: Specific terms including amount, interest rate, tenure, and purpose of the loan
6. Bank Details: Full details of the lending bank and branch
7. Authorization: Specific authorization for designated officers to execute loan documents
8. Signatory Powers: Designation of authorized signatories for loan documentation
9. Corporate Powers: Confirmation that the borrowing is within company's powers and articles of association
10. Certification: Company Secretary's certification of the resolution's validity
1. Security/Collateral Details: Include when the loan requires specific assets as security or collateral
2. Special Conditions: When bank imposes special conditions or covenants
3. Foreign Currency Clause: Required when loan is in foreign currency
4. Group Company Guarantees: When parent or group companies are providing guarantees
5. CBN Compliance Statement: Required for loans exceeding certain thresholds under CBN regulations
6. Director's Interest Declaration: Required when any director has interest in the transaction
1. Company Details Extract: Extract from corporate affairs commission showing company registration details
2. Board Members List: Current list of board members and their positions
3. Articles Extract: Relevant extracts from articles of association regarding borrowing powers
4. Asset Schedule: List of assets being used as security (if applicable)
5. Signatory Specimen: Specimen signatures of authorized signatories
6. Existing Charges: List of existing charges or encumbrances on company assets
Relevant legal definitions
Board
Company
Bank
Facility
Facility Amount
Security
Charge
Authorized Signatories
Articles of Association
Board Meeting
Chairman
Company Secretary
Directors
Loan Agreement
Security Documents
Borrowing Powers
Quorum
Resolution
Corporate Seal
Governing Law
Business Day
Notice
Register of Charges
Corporate Affairs Commission
Central Bank of Nigeria
Interest Rate
Tenor
Security Interest
Collateral
Parent Company Guarantee
Company
Bank
Facility
Facility Amount
Security
Charge
Authorized Signatories
Articles of Association
Board Meeting
Chairman
Company Secretary
Directors
Loan Agreement
Security Documents
Borrowing Powers
Quorum
Resolution
Corporate Seal
Governing Law
Business Day
Notice
Register of Charges
Corporate Affairs Commission
Central Bank of Nigeria
Interest Rate
Tenor
Security Interest
Collateral
Parent Company Guarantee
Clauses
Meeting Details
Quorum Confirmation
Chairman Appointment
Loan Purpose
Borrowing Authorization
Loan Terms
Security Authorization
Signatory Powers
Document Execution
Bank Mandate
Regulatory Compliance
Corporate Authority
Secretary Certification
Registration of Charges
Bank Account Operation
Seal Authorization
Director's Interest
Resolution Filing
Powers of Attorney
Supporting Documents
Quorum Confirmation
Chairman Appointment
Loan Purpose
Borrowing Authorization
Loan Terms
Security Authorization
Signatory Powers
Document Execution
Bank Mandate
Regulatory Compliance
Corporate Authority
Secretary Certification
Registration of Charges
Bank Account Operation
Seal Authorization
Director's Interest
Resolution Filing
Powers of Attorney
Supporting Documents
Relevant Industries
Banking and Finance
Manufacturing
Real Estate
Technology
Agriculture
Oil and Gas
Telecommunications
Construction
Retail
Healthcare
Transportation
Mining
Education
Hospitality
Energy
Relevant Teams
Legal
Finance
Corporate Secretariat
Treasury
Compliance
Risk Management
Corporate Governance
Executive Management
Board Secretariat
Banking Relations
Relevant Roles
Chief Executive Officer
Managing Director
Company Secretary
Chief Financial Officer
Legal Counsel
Board Chairman
Executive Director
Finance Director
Corporate Secretary
Risk Manager
Compliance Officer
Treasury Manager
Bank Relationship Manager
Corporate Banking Officer
Board Member
Non-Executive Director
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