A Board Resolution Change Of Directors is a crucial corporate governance document required under South African law whenever there are changes to a company's board composition. This document is essential for compliance with the Companies Act 71 of 2008 and must be filed with the Companies and Intellectual Property Commission (CIPC). It is used when appointing new directors, accepting resignations, or removing directors from their positions. The resolution must include specific details such as the date of the board meeting, quorum confirmation, director details, and effective dates of changes. It forms part of the company's permanent records and is often required by banks, regulatory bodies, and other institutions as evidence of proper corporate governance procedures. The document must align with the company's Memorandum of Incorporation (MOI) and may require additional supporting documentation for CIPC filing.
Your data doesn't train Genie's AI
You keep IP ownership of your information
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
OR
Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
1. Company Details: Full registered name of the company, registration number, and registered address
2. Meeting Details: Date, time, location/mode of meeting, and confirmation of quorum
3. Attendance: List of directors present and absent, noting chairperson of the meeting
4. Notice and Quorum: Confirmation that proper notice was given and quorum requirements were met
5. Background: Brief context explaining the reason for the director changes
6. Resolutions: Formal resolutions regarding the resignation/removal and/or appointment of directors
7. Director Details: Full names, ID numbers, and addresses of incoming and/or outgoing directors
8. Effective Date: Specification of when the changes take effect
9. Authorization: Authority given to company secretary or designated person to file necessary forms with CIPC
10. Closure: Formal closing of the meeting and signature section
1. Additional Appointments: Section for multiple director appointments, including specific roles like executive/non-executive directors
2. Bank Signatory Changes: Required when banking mandates need to be updated due to director changes
3. Committee Appointments: Used when new directors are also being appointed to board committees
4. Indemnification: Optional section regarding the indemnification of outgoing directors
5. Share Transfer Provisions: Required if the director change involves transfer of shares
6. Regulatory Notifications: Special requirements for regulated industries (e.g., financial services)
1. Appendix A - Director Information: Detailed information about new directors including qualifications and consent forms
2. Appendix B - Resignation Letters: Copies of resignation letters from outgoing directors
3. Schedule 1 - CIPC Forms: Completed CoR39 forms for filing with CIPC
4. Schedule 2 - Identity Documents: Certified copies of ID documents for new directors
5. Schedule 3 - Supporting Documents: Additional documentation such as police clearance or proof of address
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Manufacturing
Retail
Technology
Mining
Healthcare
Education
Professional Services
Real Estate
Construction
Agriculture
Telecommunications
Energy
Transportation
Non-Profit Organizations
Relevant Teams
Legal
Corporate Governance
Compliance
Board Secretariat
Corporate Affairs
Risk Management
Executive Office
Administrative Support
Regulatory Affairs
Relevant Roles
Chief Executive Officer
Managing Director
Company Secretary
Legal Counsel
Corporate Governance Officer
Board Chairman
Non-Executive Director
Executive Director
Compliance Officer
Chief Financial Officer
Corporate Affairs Manager
Legal Administrator
Risk Officer
Company Director
Board Member
Find the exact document you need
Resolution To Open Bank Account
A South African corporate resolution authorizing the opening and operation of a bank account, designating signatories and banking powers.
Download
Authorised Signatory Resolution
A South African corporate resolution document that officially appoints and defines the powers of authorized signatories for a company.
Download
Board Resolution For Increase In Salary Of Director
A South African board resolution document that formally approves and records a director's salary increase in compliance with local company law.
Download
Board Resolution For Tender Participation
A South African corporate governance document authorizing company participation in tender processes and delegating related powers to specified individuals.
Download
Board Resolution For Giving Loan To Other Company
A formal board resolution under South African law authorizing an inter-company loan, including loan terms and statutory compliance confirmations.
Download
Board Resolution For Appointment Of Director In Private Company
A South African law-compliant board resolution document that formally records the appointment of a new director to a private company's board.
Download
Board Resolution For Applying Loan From Bank
A South African corporate resolution authorizing the company to apply for and obtain a bank loan, including specific approvals and authorizations required under local law.
Download
Board Resolution For Forfeiture Of Shares
A South African board resolution document authorizing the forfeiture of shares from a defaulting shareholder, in compliance with the Companies Act 71 of 2008.
Download
Board Resolution For Dormant Company
A South African board resolution document confirming and recording a company's dormant status under the Companies Act.
Download
Special Resolution For Taking Loan
A South African company document recording shareholders' special resolution to approve and authorize a significant loan transaction, required under the Companies Act 71 of 2008.
Download
Resolution For Appointment Of New Trustee
A South African legal document recording the formal appointment of a new trustee to an existing trust, requiring Master of High Court approval.
Download
Board Resolution For Subscription Of Shares
A South African board resolution document authorizing and approving the issuance of new shares to specified subscribers.
Download
Special Resolution Of Directors
A formal South African corporate document recording major board decisions requiring special resolution status under the Companies Act 71 of 2008.
Download
Board Resolution For Funding
A South African corporate document recording board approval for company funding arrangements, compliant with the Companies Act and corporate governance requirements.
Download
Board Resolution For Change In Shareholding Pattern
A South African board resolution document that formally approves and records changes in company shareholding structure, compliant with Companies Act requirements.
Download
Board Resolution For Appointment Of Legal Representative
A South African corporate document recording the board's formal resolution to appoint a legal representative with specified powers to act on behalf of the company.
Download
Board Resolution Change Of Directors
A South African board resolution documenting changes in company directorship, compliant with Companies Act 71 of 2008 and CIPC requirements.
Download
Board Resolution Change Of Address
A South African board resolution document that formally approves and records a change in a company's registered address, complying with Companies Act requirements.
Download
Directors Resolution For Dividends
A South African corporate resolution documenting the board's decision to declare dividends, including payment details and statutory compliance confirmations.
Download
Change Of Directors Resolution
A South African corporate resolution document that formally records and implements changes to a company's board of directors, in compliance with the Companies Act.
Download
Board Resolution For Private Limited Company
A formal document under South African law recording decisions made by a private company's board of directors during an official board meeting.
Download
Board Resolution For Joint Venture
A formal board resolution under South African law documenting the board's approval and authorization of a joint venture arrangement, including key terms and delegated authorities.
Download
Board Resolution For Declaration Of Dividend
A South African corporate resolution documenting the board's decision to declare and pay dividends to shareholders, ensuring compliance with Companies Act requirements.
Download
Board Resolution For Closure Of Business
A South African corporate resolution document recording the board's formal decision to close business operations, including implementation plans and compliance requirements.
Download
Appointment Of Auditor Resolution
A South African corporate resolution document that formally appoints an external auditor in compliance with the Companies Act and relevant regulations.
Download
Resolution To Appoint A Director
A formal corporate resolution under South African law documenting the appointment of a new director to a company's board of directors.
Download
Board Resolution For Sale Of Company
A South African corporate resolution documenting board approval and authorization for the sale of a company, in compliance with the Companies Act 71 of 2008.
Download
Board Resolution For Partnership
A South African corporate governance document recording board decisions and authorizations regarding partnership arrangements, compliant with local company law.
Download
Board Resolution For Issue Of Shares
A South African corporate document recording the board's formal decision to issue new shares, complying with Companies Act 71 of 2008 requirements.
Download
Board Resolution For Dissolution Of Committee
A South African corporate resolution documenting the board's decision to dissolve a committee, in compliance with the Companies Act and corporate governance requirements.
Download
Board Resolution For Buy Back Of Shares
A South African board resolution authorizing a company's repurchase of its own shares, complying with Companies Act requirements and corporate governance standards.
Download
Board Resolution For Approval Of Annual Budget
A South African board resolution document for formal approval of a company's annual budget, compliant with local corporate law and governance requirements.
Download
Board Resolution For Appointment Of Compliance Officer
A South African board resolution document formalizing the appointment of a Compliance Officer and defining their role and responsibilities.
Download
Board Resolution For Acquisition Of Shares
A South African corporate document recording the board's formal authorization for a share acquisition, compliant with the Companies Act 71 of 2008.
Download
Board Resolution Approving Sale Of Shares
A South African corporate document recording board approval for the transfer of company shares, compliant with Companies Act 71 of 2008.
Download
Board Resolution Appointing Corporate Secretary
A South African board resolution document formalizing the appointment of a Company Secretary in accordance with the Companies Act 71 of 2008.
Download
Allotment Of Shares Board Resolution
A formal board resolution under South African law documenting the approval and terms of new share issuance to specified recipients.
Download
Unanimous Resolution Of The Board
A South African board resolution document recording unanimous decisions made by all company directors under the Companies Act 71 of 2008.
Download
Resolution To Open Bank Account For Association
A South African legal document authorizing the opening and operation of a bank account for an association, specifying account parameters and authorized signatories.
Download
Resolution Appointing New Board Members
A South African corporate resolution document recording the formal appointment of new directors to a company's board, in compliance with the Companies Act 71 of 2008.
Download
ұԾ’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; ұԾ’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)