Business OS
Legal AgreementsDue Diligence

Board Resolution Approving Dissolution of Subsidiary

This template provides a formal board resolution document for approving the dissolution of a subsidiary company. It is used when a parent company decides to wind up the operations and legal existence of one of its subsidiary entities.

Updated 15d ago
board resolutionsubsidiarydissolutioncorporate governancelegalSMEAfrica

{{company_name}}

{{company_address}}

{{phone}}

{{email}}

{{website}}

BOARD RESOLUTION APPROVING DISSOLUTION OF SUBSIDIARY

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

PRESENT:

The following Directors were present at the meeting:

{{list_of_directors_present}}

IN ATTENDANCE:

The following individuals were in attendance:

{{list_of_attendees_in_attendance}} (e.g., Company Secretary, Legal Counsel)

CHAIRPERSON:

{{chairperson_name}} was elected as Chairperson of the meeting.

NOTICE OF MEETING:

The Chairperson reported that due notice of the meeting had been given to all Directors entitled to receive notice thereof, and that a quorum was present throughout the meeting. The meeting was duly constituted.

RESOLUTION TO DISSOLVE SUBSIDIARY

After due deliberation, the Directors considered the proposal for the dissolution of the Company's subsidiary, {{subsidiary_company_name}}, a company duly incorporated under the laws of {{subsidiary_jurisdiction}}, with registration number {{subsidiary_registration_number}} and registered address at {{subsidiary_address}} (hereinafter referred to as “the Subsidiary”).

The Directors noted the reasons for the proposed dissolution, including {{reasons_for_dissolution}}.

IT WAS UNANIMOUSLY RESOLVED THAT:

1. The dissolution of {{subsidiary_company_name}} be and is hereby approved.

2. The Directors and/or authorized officers of the Company be and are hereby authorized to take all necessary steps to initiate and complete the dissolution process of the Subsidiary, including but not limited to, filing all required documents with the relevant regulatory authorities in {{subsidiary_jurisdiction}}, settling all outstanding liabilities, and distributing any remaining assets in accordance with applicable laws and the Subsidiary’s constitutional documents.

3. Any one Director of the Company be and is hereby authorized to sign all documents, agreements, and instruments necessary to effectuate the dissolution of the Subsidiary.

CERTIFICATION

I, the undersigned, being the Company Secretary of {{company_name}}, do hereby certify that the above is a true and accurate copy of a Resolution duly passed by the Board of Directors of the Company at a meeting duly constituted and held on the date mentioned above, and that such Resolution has not been revoked or amended and is still in full force and effect.

SIGNATURE BLOCK

__________________________

{{signature_of_company_secretary}}

Company Secretary

Date: {{date_of_signature}}

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