A Resolution for Director Resignation is essential when a board member steps down from their position. This document is required under U.S. corporate governance practices and state laws to formally acknowledge and implement the resignation. It should detail the effective date, any transition arrangements, and continuing obligations. For public companies, additional SEC filing requirements may apply. The resolution serves as official record-keeping and helps ensure smooth leadership transitions while maintaining corporate compliance.
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1. Title and Date: Identifies document as board resolution and date of adoption
2. Company Details: Legal name and registration details of the company
3. Recitals: Background information including director's intent to resign
4. Resolution Statement: Formal acceptance of resignation
5. Effective Date: Date when resignation takes effect
6. Certification: Secretary's certification of resolution adoption
1. Transition Arrangements: Details of handover process and transition plan for key responsibilities
2. Continuing Obligations: Specification of ongoing confidentiality or non-compete obligations post-resignation
3. Appreciation Statement: Formal acknowledgment and appreciation of director's service to the company
1. Director's Resignation Letter: Original resignation letter submitted by the departing director
2. Board Meeting Minutes: Minutes recording the passage of the resolution
3. Regulatory Filings: Copies of required regulatory notifications and filings
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