Directors' Resolution Authorizing Recapitalization

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US-0874BG
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Description

Recapitalization is a change in the capital structure of a corporation. It may consist of an increase or decrease in the amount of capital stock, a revaluation of stock, a reclassification of stock, or a combination of several of these changes.

Recapitalization may be effected by the issuance of new shares, an exchange of new shares for old, or the retirement of existing shares.

Directors' Resolution Authorizing Recapitalization is a resolution passed by a company's Board of Directors that permits the recapitalization of the company. Recapitalization is a corporate restructuring process in which the capital structure of a company is restructured for the purpose of improving the company's financial position and overall performance. The resolution usually outlines the details of the recapitalization, such as the number of new shares to be issued, the new capital structure, and the new voting rights of shareholders. The two main types of Directors' Resolution Authorizing Recapitalization are the Reverse Stock Split and the Stock Consolidation. A Reverse Stock Split reduces the number of outstanding shares of a company while increasing the par value of each share. This type of recapitalization is often used to improve a company's market capitalization and stock market performance. A Stock Consolidation, on the other hand, is a process where the company's shares are consolidated into a smaller number of shares. This type of recapitalization is used to reduce the company's number of outstanding shares, improve its capitalization structure, and increase its market value.

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FAQ

Whilst board resolutions can be passed by a simple majority vote, directors' written resolutions can only be passed by unanimous agreement of all directors who are entitled to vote unless any provision in the articles states to the contrary.

A Directors' Resolution, also called a Corporate Resolution or Board Resolution, is a written legal document that records binding decisions and actions made by a corporation's board of directors. It's often included in the corporate minutes that record the decisions made in a directors' meeting.

"RESOLVED THAT Ms..................... and Mr...................... be and are hereby appointed as the First Directors of the company who shall hold office till the conclusion of the first Annual General Meeting of the company.

The corporate resolution for signing authority is a specific corporate resolution that authorizes specific corporate officers with the legal standing to sign contracts on behalf of the corporation.

Traditionally, resolutions are passed at physical meetings of the company's shareholders or board of directors. Board resolutions may be made at a meeting of the board of directors, while shareholders' resolutions may be made at a general meeting of shareholders.

Resolutions are passed both by the company's members and by its directors. In either case, resolutions may be passed at meetings or by written resolution. There are now just two types of resolution, ordinary resolutions (passed by a simple majority) and special resolutions (passed by a 75% majority).

Traditionally, resolutions are passed at physical meetings of the company's shareholders or board of directors. Board resolutions may be made at a meeting of the board of directors, while shareholders' resolutions may be made at a general meeting of shareholders.

More info

Recapitalization—Directors' resolution approving plan of recapitalization and amendment of articles of incorporation. This is a Standard Document for the board resolution authorizing a company to commence a Chapter 11 case.An incumbency certificate records the identities of a firm's current directors, officers, and, sometimes, key shareholders. The outside directors then formed a committee with full authority to resolve any debt defaults. Source of capital increase funds: Earnings recapitalization. 3. Share transfer provides the best tool in liquidity crisis. (2) Frequency of submission. Triennial full filers shall each submit a resolution plan to the Board and the Corporation every three years. 12 Appointment of Managing Director and Whole-time Director. The National Science Board (NSB) authorized a Total Project Cost.

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Directors' Resolution Authorizing Recapitalization