Board of Directors Unanimous Written Consent (Australia)

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A Unanimous Written Consent for Board of Directors is a legal document that allows the board of directors to take actions without a formal meeting. These actions may vary depending on the needs of the company or the extent of the powers of the board. Before using this form you should review your corporation’s governing documents.

This lawyer-prepared packet contains:
  1. Instructions and Checklist
  2. General Information
  3. Unanimous Written Consent for Board of Directors for use in Australia
Law Compliance: This form complies with the state and territory laws of Australia
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.
 
 
Unanimous Written Consent
Board of Directors
(Australia)
 

 

 
 
The undersigned, constituting all of the directors of ___________________________
[insert Company Name], a Company incorporated under the Corporations Act 2001 (the “Company”),  do hereby consent to the following resolutions without a meeting:
 
I.   Increase in Number of directors
 
Whereas, the Board believes it to be in the best interest of the Company to increase the number of directors on the Board from _________ to ___________.
 
Now Therefore Be It Resolved, that pursuant to the Memorandum of Association of the Company, the number of directors on the Board is hereby increased from _________ to ___________ members.
 
II.   appointment of directors
 
Whereas, there are ________ vacancies on the Board, the Board believes it to be in the best interest of the Company to fill the vacancies.
 
Now, Therefore, Be It Resolved, that ______________, ________________, and____________________ are hereby appointed to the Board to serve until the earlier of their respective resignation or removal or until their respective successors are duly appointed and qualified.
 
III.   ELECTION OF OFFICERS
 
Resolved, that the following are hereby elected to the office of the Company opposite their name, and to hold such office until the earlier of the officers resignation or removal or until the officers successor is duly appointed and qualified:
 
   President            ______________________________
 
   Treasurer            ______________________________
 
   Secretary            ______________________________
 
 
IV.   APPROVAL OF EMPLOYMENT AGREEMENT
 
Whereas, the Board believes that it is in the best interest of the Company to retain ___________________ in the position of ______________________ and to enter into an agreement to govern his/her employment with the Company; and
 
Whereas, the Board has reviewed that certain employment agreement, attached hereto as Exhibit A (the “Employment Agreement”), providing the terms conditions and covenants of ______________________s employment with the Company.
 
Now, Therefore, Be It Resolved, that the Employment Agreement is hereby approved, and that the proper officers are hereby authorised and directed to execute and deliver the Employment Agreement on behalf of the Company.
 
V.   OMNIBUS RESOLUTION
 
Resolved, that the officers of the Company be, and they hereby
are, authorised, directed and empowered to execute any applications,
certificates, agreements or any other instruments or documents or amendments
or supplements to such documents, including any blue sky filings and stock
certificates, or to do or to cause to be done any and all other acts and things as
such officers, in their discretion, may deem necessary or advisable and
appropriate to carry out the purposes of the foregoing resolutions.
 
 
IN WITNESS WHEREOF, the foregoing resolutions is hereby consented to and approved as of the date first written above.  This Consent may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.
 
 
_____________________________         _____________________________
 
 
 
_____________________________         ______________________________
 
Number of Pages6
DimensionsDesigned for Letter Size (8.5" x 11")
EditableYes (.doc, .wpd and .rtf)
UsageUnlimited number of prints
Product number#33791
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.
 
 
Unanimous Written Consent
Board of Directors
(Australia)
 

 

 
 
The undersigned, constituting all of the directors of ___________________________
[insert Company Name], a Company incorporated under the Corporations Act 2001 (the “Company”),  do hereby consent to the following resolutions without a meeting:
 
I.   Increase in Number of directors
 
Whereas, the Board believes it to be in the best interest of the Company to increase the number of directors on the Board from _________ to ___________.
 
Now Therefore Be It Resolved, that pursuant to the Memorandum of Association of the Company, the number of directors on the Board is hereby increased from _________ to ___________ members.
 
II.   appointment of directors
 
Whereas, there are ________ vacancies on the Board, the Board believes it to be in the best interest of the Company to fill the vacancies.
 
Now, Therefore, Be It Resolved, that ______________, ________________, and____________________ are hereby appointed to the Board to serve until the earlier of their respective resignation or removal or until their respective successors are duly appointed and qualified.
 
III.   ELECTION OF OFFICERS
 
Resolved, that the following are hereby elected to the office of the Company opposite their name, and to hold such office until the earlier of the officers resignation or removal or until the officers successor is duly appointed and qualified:
 
   President            ______________________________
 
   Treasurer            ______________________________
 
   Secretary            ______________________________
 
 
IV.   APPROVAL OF EMPLOYMENT AGREEMENT
 
Whereas, the Board believes that it is in the best interest of the Company to retain ___________________ in the position of ______________________ and to enter into an agreement to govern his/her employment with the Company; and
 
Whereas, the Board has reviewed that certain employment agreement, attached hereto as Exhibit A (the “Employment Agreement”), providing the terms conditions and covenants of ______________________s employment with the Company.
 
Now, Therefore, Be It Resolved, that the Employment Agreement is hereby approved, and that the proper officers are hereby authorised and directed to execute and deliver the Employment Agreement on behalf of the Company.
 
V.   OMNIBUS RESOLUTION
 
Resolved, that the officers of the Company be, and they hereby
are, authorised, directed and empowered to execute any applications,
certificates, agreements or any other instruments or documents or amendments
or supplements to such documents, including any blue sky filings and stock
certificates, or to do or to cause to be done any and all other acts and things as
such officers, in their discretion, may deem necessary or advisable and
appropriate to carry out the purposes of the foregoing resolutions.
 
 
IN WITNESS WHEREOF, the foregoing resolutions is hereby consented to and approved as of the date first written above.  This Consent may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.
 
 
_____________________________         _____________________________
 
 
 
_____________________________         ______________________________
 
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