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Unanimous Resolution Of Shareholders

Unanimous Resolution Of Shareholders Template for India

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Key Requirements PROMPT example:

Unanimous Resolution Of Shareholders

"I need a Unanimous Resolution of Shareholders for my Indian private limited company to approve the sale of 25% shareholding to a foreign investor, scheduled for March 15, 2025, including necessary FEMA compliance clauses."

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Document background
A Unanimous Resolution of Shareholders is a crucial corporate governance instrument used in Indian companies when 100% shareholder agreement is required or desired for particular corporate actions. This document type is specifically recognized under the Companies Act, 2013, and can be used for various corporate decisions ranging from simple administrative matters to significant corporate changes such as alterations to share capital, constitutional documents, or major business decisions. The resolution can be passed either through circulation or at a physical/virtual meeting where all shareholders participate and agree. It provides stronger legal standing than a majority resolution and is particularly useful in closely-held companies or situations where consensus is critical. The document must include details of all shareholders, their shareholding patterns, the specific resolutions being passed, and declarations of unanimity.
Suggested Sections

1. Title and Date: Specifies that this is a Unanimous Resolution of Shareholders with the date of passing

2. Company Details: Full legal name of the company, registered office address, and CIN number

3. Context Statement: States whether this is a circular resolution or passed at a meeting, and references relevant sections of Companies Act

4. Attendance and Quorum: Lists all shareholders participating in the resolution, their shareholding details, and confirms 100% participation

5. Resolutions: The actual resolution(s) being passed, clearly numbered and detailed

6. Declaration of Unanimity: Statement confirming that all shareholders have consented to the resolution(s)

7. Effective Date: Specifies when the resolution(s) will take effect

8. Signature Block: Space for all shareholders to sign, with names and shareholding details

Optional Sections

1. Recitals: Background information explaining why the resolution is needed - used when complex matters require context

2. Compliance Statement: References to specific regulatory requirements being met - used when resolution deals with regulated matters

3. Authority to Execute: Authorization for specific persons to implement the resolution - used when resolution requires subsequent actions

4. Related Party Disclosure: Declaration of any related party interests - used when resolution involves related party transactions

5. Statutory Auditor Certificate: Reference to auditor's certificate - used when required by law for specific types of resolutions

Suggested Schedules

1. Shareholding Pattern: Detailed breakdown of current shareholding pattern of the company

2. Supporting Documents: Any relevant documents referenced in the resolution (e.g., valuation reports, agreements)

3. Regulatory Approvals: Copies of any pre-approvals obtained from regulatory authorities

4. Financial Statements: Relevant financial information if the resolution relates to financial matters

5. Previous Resolutions: Copies of related previous resolutions referenced in the current resolution

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
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Relevant Industries

Banking and Financial Services

Information Technology

Manufacturing

Real Estate

Healthcare

Retail

Telecommunications

Energy and Utilities

Professional Services

Consumer Goods

Infrastructure

Education

Media and Entertainment

Transportation and Logistics

Relevant Teams

Legal

Compliance

Corporate Secretarial

Corporate Affairs

Board of Directors

Corporate Governance

Regulatory Affairs

Executive Management

Administrative

Relevant Roles

Company Secretary

Legal Counsel

Corporate Lawyer

Compliance Officer

Chief Legal Officer

Managing Director

Chief Executive Officer

Board Director

Corporate Governance Officer

Legal Manager

Regulatory Affairs Manager

General Counsel

Corporate 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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