A Board Resolution Authorized Signatory is a fundamental corporate governance document required when a company needs to formally delegate signing authority to specific individuals. This resolution is particularly important in the Irish legal context, where it must comply with the Companies Act 2014 and related regulations. The document is typically used when appointing new signatories, updating existing signing authorities, or establishing different levels of signing authority within the organization. It includes details of the board meeting where the decision was made, specific powers granted, any limitations on authority, and specimen signatures. The resolution serves as evidence to third parties, particularly banks and other financial institutions, of the legitimate authority of named individuals to bind the company in various transactions.
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1. Company Details: Legal name of the company, registered office, and company registration number
2. Meeting Details: Date, time, location of the board meeting, and confirmation of quorum
3. Present Directors: List of directors present at the meeting and those absent
4. Chairperson: Identification of the meeting's chairperson
5. Purpose: Statement of the meeting's purpose regarding appointment of authorized signatories
6. Declarations of Interest: Any declarations of interest by directors regarding the appointments
7. Resolutions: The formal resolutions passed by the board regarding the authorized signatories
8. Signing Authority Scope: Detailed description of the scope of authority granted to each signatory
9. Authentication: Signature of the chairperson and company secretary confirming the resolution
1. Revocation of Previous Authorities: Section revoking previous signing authorities, used when replacing existing signatories
2. Financial Limits: Specific monetary limits on signing authority, used when implementing tiered authorization levels
3. Special Conditions: Any special conditions or restrictions on signing authority, used for specific risk management requirements
4. Digital Signing Provisions: Authorization for electronic signatures, used when implementing digital signing processes
5. Joint Signing Requirements: Requirements for multiple signatories, used when implementing dual signing policies
1. Schedule 1 - Authorized Signatories: List of authorized signatories with their full names, positions, and specimen signatures
2. Schedule 2 - Authorization Matrix: Matrix showing different transaction types and corresponding authorization levels
3. Schedule 3 - Specimen Signatures: Physical or digital specimen signatures of all authorized signatories
4. Appendix A - Supporting Documents: Copies of identification documents and proof of address for authorized signatories
5. Appendix B - Bank Forms: Relevant bank mandate forms or bank-specific documentation if required
Authors
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Banking
Insurance
Manufacturing
Retail
Technology
Healthcare
Professional Services
Real Estate
Construction
Energy
Telecommunications
Transportation
Education
Non-Profit Organizations
Relevant Teams
Legal
Finance
Corporate Governance
Treasury
Compliance
Risk Management
Operations
Corporate Secretariat
Executive Office
Administration
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Managing Director
Finance Director
Company Secretary
Legal Director
Operations Director
Treasury Manager
Financial Controller
Board Director
Executive Director
Department Head
Regional Manager
Branch Manager
Corporate Governance Officer
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