Appointment Of Auditor Resolution Template for Netherlands

The Appointment Of Auditor Resolution is a crucial corporate governance document used in the Netherlands when appointing or reappointing an external auditor. It is required under Dutch law, specifically Article 2:393 of the Dutch Civil Code, for companies that are legally obligated to have their financial statements audited. The resolution formalizes the decision made by the general meeting of shareholders (or in some cases, the supervisory board) to appoint an audit firm. It typically follows a selection process and, for public interest entities, must comply with additional requirements under EU Audit Regulation. The document includes specific details about the appointed audit firm, the duration of appointment, scope of services, and any relevant terms and conditions. For listed companies and other public interest entities, the resolution often incorporates recommendations from the audit committee and considers mandatory audit firm rotation requirements.

1. Header Information: Company details including legal name, registration number, and registered office

2. Type of Meeting: Specification of whether this is a shareholders' meeting, board meeting, or written resolution

3. Date and Location: Date of the resolution and, if applicable, location of the meeting

4. Attendance Details: List of present shareholders/board members and confirmation of quorum (if applicable)

5. Recitals: Background information including legal basis for appointment and reason for appointment/reappointment

6. Resolution Details: Formal appointment decision including auditor's details and appointment period

7. Terms of Appointment: Key terms including scope of audit services and appointment duration

8. Authorization: Authorization for executing necessary documents and taking required actions

9. Signature Block: Space for required signatures and dates