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Company Secretary Resolution

Company Secretary Resolution Template for Ireland

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Key Requirements PROMPT example:

Company Secretary Resolution

"I need a Company Secretary Resolution to appoint Jane Smith as the new company secretary of Tech Solutions Limited, effective from March 15, 2025, following the resignation of our current secretary John Brown."

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Document background
A Company Secretary Resolution is a crucial corporate governance document used in Irish companies to formally record board decisions relating to the company secretary position. This document is required when making significant changes or decisions regarding the company secretary role, such as appointments, resignations, or modifications to their duties and authorities. The resolution must comply with the Companies Act 2014 and other relevant Irish corporate legislation, and may need to be filed with the Companies Registration Office (CRO). It serves as an official record of the board's decision-making process and forms part of the company's statutory records. The document typically includes meeting details, attendees, specific resolutions passed, and any relevant supporting documentation.
Suggested Sections

1. Meeting Details: Date, time, location/mode of meeting, and confirmation of quorum

2. Present: List of directors and others present at the meeting

3. Chairperson: Identification of the meeting's chairperson

4. Declaration of Interest: Statement regarding any directors' interests in the matters being discussed

5. Previous Minutes: Confirmation of previous meeting minutes, if applicable

6. Purpose: Clear statement of the purpose of the resolution

7. Resolutions: The formal resolution(s) being made, clearly numbered and stated

8. Confirmation: Statement confirming the resolution was duly passed

9. Close: Formal closing of the meeting including time

10. Signatures: Space for required signatures and dates

Optional Sections

1. Appointment Details: Used when the resolution involves appointing a new company secretary, including their details and qualifications

2. Resignation Acceptance: Used when accepting the resignation of an existing company secretary

3. Transfer of Responsibilities: Used when documenting the handover process between outgoing and incoming company secretaries

4. Specific Authorizations: Used when granting specific powers or authorities to the company secretary

5. Regulatory Notifications: Used when specific regulatory bodies need to be notified of the changes

6. Compliance Statement: Used when specific compliance requirements need to be acknowledged

Suggested Schedules

1. Schedule 1 - Appointment Details: Details of the new company secretary including qualifications and contact information

2. Schedule 2 - Resignation Letter: Copy of resignation letter from outgoing company secretary

3. Schedule 3 - Form B10: Copy of the CRO Form B10 for notification of change in company secretary

4. Appendix A - Powers and Duties: Detailed list of powers and duties being assigned to the company secretary

5. Appendix B - Company Information: Relevant company details and registration information

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions



















Clauses



















Relevant Industries

Financial Services

Technology

Manufacturing

Retail

Professional Services

Healthcare

Real Estate

Energy

telecommunications

Construction

Non-Profit Organizations

Education

Relevant Teams

Legal

Compliance

Corporate Governance

Board Secretariat

Risk Management

Corporate Affairs

Regulatory Affairs

Executive Office

Relevant Roles

Company Secretary

Board Director

Chief Executive Officer

Chief Legal Officer

Compliance Officer

Corporate Governance Manager

Legal Counsel

Risk Manager

Board Chairman

Managing Director

Head of Corporate Affairs

Regulatory Affairs Manager

Industries





Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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