The Removal of Director Resolution is a crucial corporate governance document used when a company needs to formally remove a director from its board. Under Qatar law, particularly the Commercial Companies Law (Law No. 11 of 2015), specific procedures must be followed to ensure the valid removal of a director. This document serves as the official record of the decision and typically results from either a board meeting or shareholders' general assembly, depending on the company's Articles of Association and the circumstances of removal. The resolution must include specific details about the meeting, voting results, and compliance with notice requirements. It forms part of the company's official records and may need to be filed with relevant authorities such as the Qatar Financial Markets Authority or Qatar Financial Centre Authority, depending on the company's registration status.
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1. Company Details: Full legal name of the company, registration number, and registered office address
2. Meeting Details: Date, time, location of the meeting, and type of meeting (e.g., Board Meeting, General Assembly)
3. Attendance: List of present shareholders/board members and confirmation of quorum
4. Notice and Quorum: Confirmation that proper notice was given and quorum requirements were met as per Articles of Association
5. Director Identification: Full name and details of the director(s) to be removed
6. Resolution: The formal resolution for removal, including the effective date
7. Voting Results: Record of the votes cast for the resolution
8. Authorization: Authority given to officers to file necessary documents with relevant authorities
9. Signature Block: Space for required signatures of authorized persons
1. Reasons for Removal: Include when specific grounds for removal need to be documented, such as breach of duties or misconduct
2. Compensation Matters: Include when there are settlement terms or outstanding compensation issues to be addressed
3. Handover Provisions: Include when specific arrangements for handover of responsibilities need to be documented
4. Confidentiality Obligations: Include when specific ongoing confidentiality obligations need to be emphasized
5. Legal Advice: Include when confirmation of legal counsel's review is required
6. Dissenting Opinions: Include when there are formal objections to be recorded
1. Notice of Meeting: Copy of the notice sent to all relevant parties
2. Attendance Register: Detailed record of all attendees including proxies
3. Voting Record: Detailed breakdown of votes cast
4. Powers of Attorney: Copies of any relevant powers of attorney for proxy votes
5. Director's Service Agreement: Reference copy of the terminated director's service agreement
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