A Board Resolution For Subscribing Shares Of Other Company is a crucial corporate document required under Pakistani law when a company plans to invest in another company's shares. This document is essential for compliance with the Companies Act 2017 and related regulations in Pakistan, serving as official evidence of proper corporate authorization for the investment. It's typically used when companies seek to make strategic investments, form partnerships, or expand their business through equity participation in other entities. The resolution must contain specific details about the investment decision, including the number and price of shares, target company information, and confirmation of compliance with relevant legal requirements. This document is particularly important for maintaining proper corporate governance records and may be required by regulatory bodies, banks, or other stakeholders as proof of valid authorization for the share subscription.
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1. Company Information: Legal name of the company passing the resolution, registration number, and registered office address
2. Meeting Details: Date, time, venue of the board meeting, and confirmation of proper notice and quorum
3. Directors Present: List of directors attending the meeting, including the chairperson
4. Background: Brief context about the proposed share subscription, including business rationale and strategic objectives
5. Investment Details: Specific details about the target company, number of shares, price per share, and total investment amount
6. Main Resolution: Formal resolution text authorizing the share subscription and investment
7. Authorization: Specific powers granted to officers/representatives to execute documents and take necessary actions
8. Compliance Statement: Confirmation of compliance with relevant laws and regulations, particularly Companies Act sections 183 and 199
9. Closure: Formal closing of the resolution with chairman's signature and date
1. Related Party Disclosure: Required if the target company is a related party, disclosing nature of relationship and special considerations
2. Financial Impact Statement: Analysis of the investment's financial impact on the company, recommended for material investments
3. Risk Assessment: Overview of potential risks and mitigation strategies, recommended for significant investments
4. Regulatory Approvals: List of required regulatory approvals, if any, such as from SECP or Competition Commission
5. Foreign Exchange Considerations: Required if the investment involves foreign currency or cross-border elements
6. Existing Shareholding Details: Required if the company already holds shares in the target company
1. Share Subscription Details: Detailed breakdown of share class, rights, and subscription terms
2. Due Diligence Summary: Summary of key findings from due diligence conducted on target company
3. Financial Analysis: Detailed financial analysis and valuation metrics supporting the investment decision
4. Board Meeting Attendance Record: Official record of directors' attendance with signatures
5. Regulatory Compliance Checklist: Checklist confirming compliance with relevant sections of Companies Act and other regulations
Authors
Relevant legal definitions
Clauses
Relevant Industries
Banking and Financial Services
Manufacturing
Technology
Real Estate
Healthcare
Energy
Telecommunications
Consumer Goods
Professional Services
Infrastructure
Agriculture
Mining
Education
Retail
Transportation and Logistics
Relevant Teams
Legal
Corporate Secretariat
Finance
Compliance
Corporate Governance
Investment
Risk Management
Executive Leadership
Treasury
Corporate Affairs
Relevant Roles
Chief Executive Officer
Company Secretary
Chief Financial Officer
Legal Counsel
Corporate Secretary
Board Director
Managing Director
Investment Manager
Corporate Governance Officer
Compliance Officer
Finance Director
Board Chairman
Executive Director
Investment Analyst
Risk Manager
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