Board Resolution Approving Declaration of Dividend & Loan

{{company_name}}

{{company_address}}

Phone: {{phone}} | Email: {{email}} | Web: {{website}}

Board Resolution Approving Declaration of Dividend & Loan

Board Resolution Approving Declaration of Dividend & Loan

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

BOARD RESOLUTION APPROVING DECLARATION OF DIVIDEND & LOAN

Passed at a meeting of the Board of Directors of {{company_name}} (Pty) Ltd (hereinafter referred to as “the Company”) held at {{meeting_location}} on {{date_of_meeting}}.

PRESENT

The following Directors were present at the meeting:

{{director_1_name}}

{{director_2_name}}

{{director_3_name}}

QUORUM

A quorum was present for the transaction of business and the meeting was duly constituted.

DECLARATION OF DIVIDEND

RESOLVED THAT, in terms of Section 46 of the Companies Act, 2008 (Act 71 of 2008), and having considered and applied the solvency and liquidity tests, the Board of Directors hereby declares a gross dividend of ZAR {{dividend_amount}} per ordinary share, amounting to a total dividend of ZAR {{total_dividend_amount}} ({{total_dividend_amount_words}} Rand) for the financial year ended {{financial_year_end_date}}.

FURTHER RESOLVED THAT the dividend shall be payable to shareholders registered in the Company’s share register as at the close of business on {{record_date}}.

FURTHER RESOLVED THAT the payment of the dividend shall be made on or before {{payment_date}}.

FURTHER RESOLVED THAT {{name_of_director_or_officer}} be and is hereby authorised to take all necessary steps to implement this resolution, including but not limited to, instructing the company secretary, preparing and distributing dividend warrants, and making all necessary disclosures.

APPROVAL OF LOAN

RESOLVED THAT, in terms of Section 45 of the Companies Act, 2008 (Act 71 of 2008), the Company hereby approves the provision of financial assistance in the form of a loan to {{recipient_name}} ({{recipient_designation_or_relationship}}), in the amount of ZAR {{loan_amount}} ({{loan_amount_words}} Rand).

FURTHER RESOLVED THAT the terms and conditions of the loan shall be as follows:

Principal Amount: ZAR {{loan_amount}}

Interest Rate: {{interest_rate}}% per annum

Repayment Terms: {{repayment_terms}}

Commencement Date: {{loan_start_date}}

Maturity Date: {{loan_maturity_date}}

Collateral (if any): {{collateral_details}}

FURTHER RESOLVED THAT the Board has considered and applied the solvency and liquidity tests immediately after providing the financial assistance, and is satisfied that the Company will satisfy the solvency and liquidity tests immediately after such financial assistance is given.

FURTHER RESOLVED THAT the Board is satisfied that the terms and conditions under which the financial assistance is to be given are fair and reasonable to the Company.

FURTHER RESOLVED THAT {{name_of_director_or_officer}} be and is hereby authorised to execute all necessary documents and agreements to give effect to this loan, including but not limited to the loan agreement.

CERTIFICATION

Certified to be a true and correct copy of a resolution duly passed at a meeting of the Board of Directors of the above-named Company.

__________________________________

{{company_secretary_name}}

Company Secretary

Date: {{certification_date}}

SIGNATURE

__________________________________

Director: {{director_signing_name}}

Date: {{director_signing_date}}

__________________________________

Director: {{second_director_signing_name}}

Date: {{second_director_signing_date}}