The Ordinary Resolution To Appoint A Director is a fundamental corporate document used when a company needs to formally appoint a new director to its board in accordance with Austrian corporate law. This document is typically required when there is a vacancy on the board, when expanding the board size, or when rotating directors as per corporate governance requirements. The resolution must comply with the Austrian Stock Corporation Act and includes essential information such as the director's details, appointment terms, and confirmation of their eligibility to serve. It serves as the official record of the appointment and forms the basis for updating the Commercial Register (Firmenbuch). The document is crucial for maintaining proper corporate governance and ensuring compliance with Austrian regulatory requirements for director appointments.
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Key Requirements PROMPT example:
Ordinary Resolution To Appoint A Director
"I need an Ordinary Resolution to Appoint a Director for our Austrian technology startup, with the appointment to take effect from March 1, 2025, including specific mentions of the appointee's technology expertise and startup experience."
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1. Company Identification: Full legal name of the company, registration number, and registered office address
2. Meeting Details: Date, time, and location of the shareholders' meeting where the resolution was passed
3. Quorum Confirmation: Statement confirming that the required quorum was present for the meeting
4. Resolution Text: The formal text of the resolution appointing the new director
5. Director Details: Full name, date of birth, and residential address of the appointed director
6. Effective Date: The date from which the appointment takes effect
7. Authentication: Signature section for the chairman or authorized signatory to verify the resolution
1. Voting Results: Include when there's a need to record the specific number of votes cast for and against the resolution
2. Term of Appointment: Include when the director is appointed for a specific term rather than indefinitely
3. Special Conditions: Include when there are specific conditions or requirements attached to the appointment
4. Regulatory Compliance Statement: Include when appointment requires specific regulatory notifications or approvals
5. Resignation/Removal Reference: Include when the appointment is to fill a vacancy created by resignation or removal of a previous director
1. Director's Consent: Written consent from the appointed director accepting the position
2. Director's Declaration: Declaration confirming eligibility to serve as director and absence of disqualifications
3. Professional Qualifications: If required, certificates or evidence of professional qualifications
4. Regulatory Clearances: Copies of any required regulatory approvals or clearances
Authors
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Manufacturing
Technology
Retail
Healthcare
Real Estate
Energy
Transportation
Telecommunications
Professional Services
Construction
Agriculture
Mining
Entertainment
Education
Relevant Teams
Legal
Corporate Secretariat
Compliance
Corporate Governance
Board Administration
Regulatory Affairs
Human Resources
Executive Office
Administration
Corporate Affairs
Relevant Roles
Chief Executive Officer
Company Secretary
Corporate Lawyer
Legal Counsel
Compliance Officer
Board Secretary
Corporate Governance Officer
Director of Legal Affairs
Managing Director
Board Member
Chairman of the Board
Chief Legal Officer
Corporate Affairs Manager
Regulatory Compliance Manager
Human Resources Director
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