Directors Resolution To Issue Shares for the United States

Directors Resolution To Issue Shares Template for United States

A Directors Resolution to Issue Shares is a formal corporate document used in the United States that records the board of directors' decision to issue new shares of the company's stock. It must comply with federal securities laws, state corporation laws, and the company's governing documents. The resolution typically includes details about the number of shares, share class, price, recipients, and any conditions attached to the issuance.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Download a Standard Template

4.6 / 5
4.8 / 5
Access for free
OR

Alternatively: Run an advanced review of an existing
Directors Resolution To Issue Shares

Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
Upload your Doc

What is a Directors Resolution To Issue Shares?

A Directors Resolution to Issue Shares is a crucial corporate governance document used when a company needs to authorize the creation and distribution of new shares. This document is particularly important in the United States, where both federal securities laws and state corporate laws regulate share issuance. The resolution must detail the specific terms of the share issuance, including number of shares, price, class of shares, and recipient information. It serves as official evidence of the board's authorization and helps ensure compliance with regulatory requirements and the company's internal governance documents.

What sections should be included in a Directors Resolution To Issue Shares?

1. Title and Date: Identification of company and date of resolution

2. Attendance and Quorum: Record of directors present and confirmation of quorum

3. Recitals: Background information and purpose of share issuance

4. Resolution Details: Specific terms of share issuance including number, class, and price

5. Authorization: Formal board approval and authorization of officers

6. Signature Block: Authentication by authorized signatories

What sections are optional to include in a Directors Resolution To Issue Shares?

1. Consideration: Details of payment or other consideration for shares when issued for non-cash consideration

2. Regulatory Compliance: Confirmation of compliance with securities laws, used for public companies or complex share issuances

3. Conditions Precedent: Any conditions that must be met before shares are issued, used when issuance is subject to specific conditions

What schedules should be included in a Directors Resolution To Issue Shares?

1. Share Certificate Form: Template of share certificate to be issued

2. Shareholder Details: List of recipients and their allocation

3. Valuation Report: Independent valuation report required for determining share price when shares are issued at premium or for non-cash consideration

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

United States

Publisher

Genie AI

Document Type

Board Resolution

Cost

Free to use
Industries

Securities Act 1933: Federal law regulating the offering and sale of securities, including requirements for registration and disclosure of new share issuances

Securities Exchange Act 1934: Federal law governing secondary market trading and ongoing reporting requirements for publicly traded companies

Sarbanes-Oxley Act 2002: Federal law establishing enhanced corporate governance and reporting standards for public companies, including requirements related to share issuances

SEC Rules and Regulations: Detailed regulatory requirements issued by the Securities and Exchange Commission governing securities issuances and trading

State Corporation Laws: State-specific laws (such as Delaware General Corporation Law) governing corporate formation, operation, and share issuance requirements

Blue Sky Laws: State-specific securities laws regulating the offering and sale of securities within each state's jurisdiction

Articles of Incorporation: Company's foundational document specifying authorized share capital and classes of shares that may be issued

Company Bylaws: Internal rules governing company operations, including procedures for share issuance and transfer

Shareholder Agreements: Existing agreements between shareholders that may contain provisions affecting new share issuances, such as pre-emptive rights

Stock Option Plans: Existing equity compensation arrangements that may affect or be affected by new share issuances

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Unanimous Resolution Of The Board

A U.S. corporate document recording unanimous decisions made by all board members without a formal meeting.

find out more

Trustee Appointment Resolution

A formal U.S. legal document that officially appoints a trustee and outlines their powers and responsibilities in managing a trust.

find out more

Simple Corporate Resolution

A U.S. corporate resolution document recording formal decisions made by a corporation's board of directors or shareholders.

find out more

Shareholder Resolution For Appointment Of Director

A formal US corporate document recording shareholders' approval for appointing a new board director.

find out more

Shareholder Resolution Appointing Directors

A U.S. corporate document formalizing shareholders' appointment of new board directors, compliant with federal and state regulations.

find out more

Resolution To Remove Signatory From Bank Account

A U.S. corporate resolution document that officially removes an individual's bank account signing authority.

find out more

Resolution To Open Bank Account For Association

A U.S. legal document authorizing an association to open and maintain bank accounts through designated representatives.

find out more

Resolution To Appoint New Director

A U.S. corporate resolution documenting the formal appointment of a new member to a company's board of directors.

find out more

Resolution To Appoint Authorised Signatory

A U.S. corporate resolution that formally designates individuals with authority to sign documents and conduct transactions on behalf of an organization.

find out more

Resolution Resignation Of Director

A formal U.S. corporate document recording board acceptance of a director's resignation and authorizing related actions.

find out more

Resolution Of The Sole Director

A U.S. corporate document recording formal decisions made by a corporation's sole director, serving as an official record of corporate actions.

find out more

Resolution Of Sole Director

A U.S. corporate document recording formal decisions made by a corporation's sole director, serving as official documentation of corporate actions.

find out more

Resolution Of Resignation Of Director

A formal U.S. corporate document recording and accepting a director's resignation from a company's board, complying with federal and state requirements.

find out more

Resolution Of Directors Signing Authority

A U.S. corporate resolution that formally delegates signing authority to specified individuals within an organization.

find out more

Resolution Of Board Of Directors To Open Bank Account

A U.S. corporate resolution authorizing the establishment of a bank account and designating authorized signatories.

find out more

Resolution Of Board Of Directors For Authorised Signatory

A U.S. corporate document that formally delegates signing authority to designated individuals within an organization, as approved by the board of directors.

find out more

Resolution Of Authorised Signatory

A U.S. corporate document that formally designates individuals authorized to sign documents and enter into binding agreements on behalf of an organization.

find out more

Resolution From Board Of Directors

A formal U.S. corporate document recording decisions made by a company's Board of Directors, compliant with federal and state corporate laws.

find out more

Resolution For Opening Bank Account Of Company

A U.S. corporate document authorizing the opening of a company bank account and designating authorized signatories.

find out more

Resolution For Director Resignation

A formal U.S. corporate document recording the board's acceptance of a director's resignation and implementing the departure process.

find out more

Resolution For Change In Authorised Signatory In Bank

A U.S. corporate resolution document authorizing changes to bank account signatories.

find out more

Resolution For Authorized Signatory

A U.S. corporate document that formally authorizes specific individuals to sign documents and enter into agreements on behalf of a company.

find out more

Resolution For Authorised Signatory In Bank

A formal U.S. corporate resolution designating individuals authorized to conduct banking transactions on behalf of an organization.

find out more

Resolution For Authorisation To Sign Documents

A U.S. corporate resolution authorizing designated individuals to sign documents on behalf of the organization.

find out more

Resolution For Appointment Of Trustee

A U.S. legal document formally appointing a trustee and defining their powers and responsibilities under state and federal law.

find out more

Resolution For Appointment Of Nominee Director

A U.S. corporate resolution document formalizing the appointment of a nominee director to a company's board of directors.

find out more

Resolution Document From Board Of Directors

A formal U.S. legal document recording decisions made by a company's board of directors, serving as an official record of corporate actions.

find out more

Resolution Appointment Of Director

A U.S. corporate document formally recording a board's decision to appoint a new director, complying with federal and state requirements.

find out more

Resolution Appointing Officers

A formal U.S. corporate document recording the Board's appointment of company officers, subject to federal and state corporate laws.

find out more

Resolution Appointing New Board Members

A U.S. corporate resolution that formally documents the appointment of new board members, ensuring compliance with federal and state regulations.

find out more

Resignation Of Director Resolution

A U.S. corporate document formally accepting a director's resignation from the board, complying with federal and state requirements.

find out more

Resignation Of Director Minutes

An official record of a board meeting documenting a director's resignation, complying with U.S. corporate law requirements.

find out more

Resignation Of Director Board Resolution

A U.S. corporate document formally recording a board's acceptance of a director's resignation and related decisions.

find out more

Removal Of Director Resolution

A U.S. corporate resolution documenting the formal removal of a director from a company's board.

find out more

Partnership Resolution To Open Bank Account

A U.S. legal document authorizing the opening and operation of a partnership bank account, complying with federal and state banking regulations.

find out more

Partnership Resolution For Opening Bank Account

A formal U.S. partnership document authorizing the opening of a bank account and designating authorized individuals to conduct banking transactions.

find out more

Opening Of Bank Account Board Resolution

A formal U.S. corporate resolution authorizing the opening and operation of a bank account with specified authorized signatories and banking powers.

find out more

Generic Corporate Resolution Form

A U.S. corporate governance document recording formal decisions made by a company's board of directors or shareholders.

find out more

Generic Corporate Resolution

A formal U.S. corporate document recording official decisions made by a corporation's governing body, compliant with federal and state laws.

find out more

Dividend Declaration Board Resolution

A U.S. corporate document recording the board's formal decision to distribute dividends to shareholders.

find out more
See more related templates

Genie’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; Genie’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it

2 Docs LeftAccess Now