Business OS
Legal AgreementsIndemnity & Compensation

Board Resolution to Issue General Release

This template is a formal board resolution to approve the issuance of a general release, typically used to waive claims or settle disputes. It is suitable for situations where the board of directors needs to officially sanction such a legal action on behalf of the company.

Updated 15d ago
board resolutiongeneral releaseindemnitysettlementSouth Africacorporate governance

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

BOARD RESOLUTION TO ISSUE GENERAL RELEASE

Date: {{date}}

WHEREAS, it is deemed necessary and in the best interests of {{company_name}} (the “Company”) to issue a general release, to be effective on {{effective_date}} to {{recipient_name}} (the “Recipient”) in connection with {{brief_description_of_matter}}.

RESOLUTION

RESOLVED, that the Board of Directors hereby authorises and directs {{authorised_officer_name}} (the “Authorised Officer”), in their capacity as {{authorised_officer_title}}, to execute and deliver a General Release in favour of {{recipient_name}}, in a form and substance substantially similar to that attached hereto as Exhibit A, with such changes as the Authorised Officer may deem necessary or appropriate.

FURTHER RESOLVED, that the Authorised Officer is hereby authorised to take any and all actions, and to execute and deliver any and all documents, instruments, and agreements, that may be necessary or appropriate to carry out the intent of this Resolution.

FURTHER RESOLVED, that the execution by the Authorised Officer of any such General Release or other related documents shall be conclusive evidence of their approval of the terms thereof, and of the authority of the Authorised Officer to execute and deliver the same.

FURTHER RESOLVED, that this Resolution shall be effective as of the date first written above.

CERTIFICATION

The undersigned, being the Secretary of {{company_name}}, a company duly incorporated under the laws of {{jurisdiction}}, hereby certifies that the foregoing is a true and accurate copy of a resolution duly adopted by the Board of Directors of the Company at a meeting duly called and held on {{date_of_meeting}}, at which a quorum was present and acting throughout, and that such resolution has not been amended, repealed, or revoked and is currently in full force and effect.

Exhibit A: General Release Form

**GENERAL RELEASE**

This General Release (the “Release”) is made and entered into as of {{effective_date}}, by and between {{company_name}} (the “Releasor”) and {{recipient_name}} (the “Releasee”).

**1. Release.** For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Releasor, on behalf of itself and its predecessors, successors, assigns, agents, attorneys, officers, directors, shareholders, employees, and representatives, hereby fully and forever releases, discharges, and covenants not to sue Releasee, and its predecessors, successors, assigns, agents, attorneys, officers, directors, shareholders, employees, and representatives, from any and all claims, demands, damages, actions, causes of action, suits, debts, sums of money, accounts, controversies, agreements, promises, and liabilities of any kind or nature whatsoever, known or unknown, suspected or unsuspected, fixed or contingent, that Releasor ever had, now has, or may hereafter have against Releasee arising out of or relating to {{brief_description_of_matter}} (the “Released Claims”).

**2. No Admission of Liability.** This Release shall not in any way be construed as an admission by Releasee of any fault or liability whatsoever, and Releasee expressly denies any such fault or liability.

**3. Governing Law.** This Release shall be governed by and construed in accordance with the laws of {{governing_laws_jurisdiction}}.

**4. Entire Agreement.** This Release constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, oral or written, relating to such subject matter.

**5. Voluntary Execution.** Releasor acknowledges that it has carefully read and fully understands all of the provisions of this Release, and that it is entering into this Release voluntarily and without any duress or undue influence.

Signature Block

_____________________________

{{authorised_officer_name}}

{{authorised_officer_title}}

For and on behalf of {{company_name}}

Related templates