Templates Circular resolution for board member changes - template
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Circular resolution for board member changes - template

Board Resolution (Circular)

for the Appointment or Dismissal of Executive Board Members

Company Name: Company (Name)
Company Address: Company (Address (one line))
Date
: Date of shareholder resolution

The undersigned shareholders of Company (Name) adopt the following resolution regarding the appointment or dismissal of executive board members, in accordance with the Articles of Incorporation of the company and the relevant legal provisions, particularly Date of shareholder resolution.


Appointment of an Executive Board Member

The shareholders are to vote on whether to appoint a new executive board member. The shareholders will decide on the appointment of Name of proposed executive board member as an executive board member of the company.

Proposed Candidate:

Name: Name of proposed executive board member

Date of Birth: Date of birth of proposed board member

Residential Address: Residential address of proposed board member

Term of Appointment: Term of appointment in shareholder resolution

Voting Question:

Should

Name of proposed executive board member be appointed as an executive board member of Company (Name)?

Voting Options:

Yes – I approve the appointment of Name of proposed executive board member.

No – I reject the appointment of Name of proposed executive board member.

VoteBoard member 1Board member 2Board member 3


Dismissal of an Executive Board Member

The shareholders are to vote on whether the current executive board member, Name of current executive board member, should be dismissed from their position.

Dismissal Question:

Should Name of current executive board member be dismissed from their position as an executive board member of Company (Name)?

Voting Options:

Yes – I approve the dismissal of Name of current executive board member.

No – I reject the dismissal of Name of current executive board member.

VoteBoard member 1Board member 2Board member 3


Voting Deadline

The shareholders are requested to submit their decision in writing no later than Voting deadline for shareholder resolution.


Result of the Vote

The resolution regarding the appointment of a new executive board member or the dismissal of an existing executive board member will be adopted if the majority of shareholders vote "Yes." The exact majority required will be determined according to the Articles of Incorporation of the company and the relevant provisions of the Applicable law for vote threshold.


Formal Requirements

This circular resolution is adopted in accordance with the Articles of Incorporation of the company and the relevant legal provisions, particularly Applicable law for resolution adoption. The shareholders confirm that the resolution is adopted without the need for a physical meeting and that all necessary notifications and approvals have been duly obtained.


Signatures

By signing this circular resolution, the shareholders confirm their approval or rejection of the resolution for the appointment or dismissal of the executive board member.

Pending
Pending
Pending

Notes:

This circular resolution must be signed by all shareholders.

A copy of the signed circular resolution should be kept in the company’s records.

All shareholders must cast their votes by the specified deadline.

This circular resolution is adopted pursuant to Applicable law for shareholder resolution and is legally valid if all shareholders provide their written or electronic consent or rejection.

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Disclaimer: The original creator, the author of this template, and fynk GmbH are not responsible for any damages or liabilities that may result from using this template. This template should not be considered a substitute for legal advice, and consulting with a legal professional is recommended before use. fynk GmbH, the original creator, and the author do not provide legal advice and will not be held accountable for any legal consequences arising from its use.

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