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Resolution Appointing New Board Members Template for Malaysia

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Key Requirements PROMPT example:

Resolution Appointing New Board Members

"I need a Resolution Appointing New Board Members for my private technology company in Malaysia to appoint Dr. Sarah Chen as a new director effective March 15, 2025, replacing our retiring director Mr. Tan Kah Wei."

Document background
A Resolution Appointing New Board Members is a crucial corporate document required whenever a company in Malaysia needs to formally appoint new directors to its board. This document is essential for compliance with the Companies Act 2016 and must be properly executed before a director can legally assume their position. The resolution typically follows a board meeting where the appointment is approved and must be filed with the Companies Commission of Malaysia (SSM) within 14 days of the appointment. For listed companies, additional notifications to Bursa Malaysia and compliance with the Malaysian Code on Corporate Governance are required. The document serves as official evidence of the appointment and must contain specific information about the appointee, the appointment process, and relevant declarations regarding the director's eligibility to serve.
Suggested Sections

1. Title and Company Details: Full legal name of the company, company registration number, and date of resolution

2. Meeting Details: Type of meeting (Board/Directors' meeting), date, time, location, and confirmation of quorum

3. Present Directors: List of all directors present at the meeting and those who sent apologies

4. Chairperson: Identification of the chairperson of the meeting

5. Resolution Statement: The formal statement of resolution to appoint the new director(s)

6. Director Details: Full name, ID/passport number, and residential address of each new director

7. Effective Date: The date from which the appointment(s) take effect

8. Compliance Statement: Confirmation that the appointment complies with the company's constitution and relevant laws

9. Authorization: Authority given to company secretary or officers to file necessary documents with SSM

10. Closure: Formal closing of the resolution

11. Signatures: Space for signatures of the chairperson and/or all directors present

Optional Sections

1. Replacement Director Details: Used when the new director is replacing a resigning/retiring director - includes details of the outgoing director

2. Additional Appointments: Used when the new director is also being appointed to specific committees or roles (e.g., audit committee)

3. Special Requirements: Used for any special conditions or requirements attached to the appointment

4. Regulatory Notifications: Used for listed companies to address specific regulatory notification requirements

5. Director's Interest Disclosure: Used when the new director has existing interests in the company or related companies that need to be disclosed

6. Term of Appointment: Used when the appointment is for a specific term rather than indefinite

Suggested Schedules

1. Schedule 1: Director's Information: Detailed personal information, qualifications, and experience of the new director(s)

2. Schedule 2: Declaration of Compliance: New director's declaration of compliance with Companies Act 2016 requirements and confirmation of no disqualifications

3. Schedule 3: Terms of Appointment: Detailed terms and conditions of the appointment, including remuneration if applicable

4. Appendix A: Consent to Act: Written consent from the new director to act as director of the company

5. Appendix B: Required Forms: Copies of forms required for submission to Companies Commission of Malaysia (SSM)

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions























Clauses




















Relevant Industries

Financial Services

Manufacturing

Technology

Healthcare

Real Estate

Retail

Energy

Telecommunications

Transportation

Construction

Agriculture

Education

Professional Services

Mining

Tourism

Media and Entertainment

Relevant Teams

Legal

Corporate Secretarial

Compliance

Corporate Governance

Board Affairs

Corporate Affairs

Executive Office

Regulatory Affairs

Relevant Roles

Chief Executive Officer

Company Secretary

Corporate Secretary

Legal Counsel

Compliance Officer

Board Chairman

Director

Managing Director

Corporate Governance Officer

Legal Director

Chief Legal Officer

Company Director

Non-Executive Director

Independent Director

Board Member

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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