Document background
A Directors Resolution to Issue Shares is a crucial corporate document used when a Dutch company needs to increase its share capital by issuing new shares. This document is required under Dutch law (specifically Book 2 of the Dutch Civil Code) whenever the board of directors exercises its delegated authority to issue shares. It's commonly used in scenarios such as raising additional capital, implementing employee stock options, or completing investment rounds. The resolution must demonstrate compliance with statutory requirements, the company's articles of association, and any relevant shareholder authorizations. It typically includes details about the number and class of shares being issued, the issue price, consideration for the shares, and any pre-emptive rights of existing shareholders. This document is essential for maintaining proper corporate governance and creating a clear audit trail of share capital changes.
