{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
Preamble
WHEREAS, the Board of Directors of the Company has recommended to the shareholders that it is in the best interests of the Company and its shareholders to voluntarily dissolve the Company.
WHEREAS, the Company has determined that it has no outstanding material liabilities or obligations, or that adequate provision has been made for the discharge thereof.
WHEREAS, the shareholders deem it appropriate and necessary to approve the voluntary dissolution of the Company and authorize all necessary actions to effectuate such dissolution.
Resolution to Voluntarily Dissolve
IT IS HEREBY RESOLVED, by the unanimous consent of the shareholders of the Company, that the Company shall be voluntarily dissolved in accordance with the provisions of {{relevant_company_act_section}} of the {{country_of_incorporation}} Companies Act, {{year}} (or equivalent legislation).
Appointment of Liquidator/Winding-Up Committee
IT IS FURTHER RESOLVED, that {{liquidator_name}} of {{liquidator_address}} be and is hereby appointed as the liquidator (or as members of the Winding-Up Committee) of the Company, with full power and authority to wind up the affairs of the Company, including without limitation, to collect all assets, pay all debts and liabilities, and distribute any remaining assets to the shareholders in accordance with their respective rights and interests.
The liquidator shall be remunerated at a rate of {{liquidator_remuneration_amount}} {{currency}} per {{remuneration_period}} (or as otherwise agreed in writing).
Effective Date of Dissolution
IT IS FURTHER RESOLVED, that the effective date of the dissolution shall be {{effective_dissolution_date}}, or such other date as determined by the Liquidator and approved by the relevant governmental authorities.
Certification
I, the undersigned, Secretary of {{company_name}}, hereby certify that the foregoing is a true and correct copy of a resolution duly passed by the shareholders of the Company on the date first above written and that such resolution is in full force and effect and has not been revoked or amended.
Signature Block
Signed this {{day_of_signing}} day of {{month_of_signing}}, {{year_of_signing}}.
___________________________
{{shareholder_signature_1}}
Shareholder Name: {{shareholder_name_1}}
Shareholding: {{shareholder_shares_1}} shares ({{shareholder_percentage_1}}%)
___________________________
{{shareholder_signature_2}}
Shareholder Name: {{shareholder_name_2}}
Shareholding: {{shareholder_shares_2}} shares ({{shareholder_percentage_2}}%)
___________________________
{{secretary_signature}}
Company Secretary Name: {{secretary_name}}
Date: {{date}}
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