董事会决议模板中英文
董事会决议模板中英文
xxx有限公司董事会决议编号：x xxxx有限公司（以下简称“公司”），于x xxx 年x月x日通过书面或传真方式向全体董事发出了《xxx有限公司关于召开董事会会议的通知》。
xx年x月x日，公司在3楼会议室召开了董事会。
本次会议应到董事x位，实到董事x 位，公司部分高级管理人员列席了本次会议。
会议召集和召开符合法律、法规、规章及公司章程规定。
与会董事经认真审议并表决，以 x 票同意、0 票反对、0 票弃权审议通过如下决议：1．xxx。
2．xxx。
3．xxx。
本书面董事会决议由公司的董事会成员亲自或由在本决议签署之日时有权的授权代表签字并通过，特此证明。
到会董事签名xx年xx月xxx日Resolution of Meeting ofthe Board of DirectorsThe Board of Directors of the xxxx Co., Ltd. (“The Company” hereinafter) delivered the meeting circulars by means of written and fax notices on April x, xxx. The meeting of the Board of Directors was held in the meeting room of the Company in the morning of April x, xx.All three directors attended the meeting. Some senior managers of the Company were present. The appointment complies with the Company Law and Articles of Association of the Company. The following proposal was approved with 3 votes in, 0 against and 0 waived:1.xxx.2.xxx.3.xxx.IN WITNESS WHEREOF , these written board resolutions have been executed, and deemed to be passed, by the board members of the Company in person or by proxy effective on the date of execution hereof.Directorsxx April, xxx。
董事会决议(董事变更)中英文director change
Gates Winhere Automotive Pump Products (Yantai) Co., Ltd.Board of DirectorsAction by Written Consentxxxx水泵产品有限责任公司董事会决议The undersigned Directors of Gates Winhere Automotive Pump Products (Yantai) Co., Ltd. (the “Company”) hereby adopt by this writ ten consent, in accordance with the Company Law of PRC and the Articles of Association of the Company, the following resolutions with the same force and effect as if they had been adopted at a duly convened meeting of the Board of Directors of the Company and direct that this written consent be filed with the Minutes of Proceedings of the Board of Directors:根据《中华人民共和国公司法》和《公司章程》的有关规定，xxxx水泵产品（烟台）有限责任公司（以下简称为“公司”）的董事签署通过下列决议，该决议与按照法定程序所召集的公司董事会通过的决议具有同等效力，且已按指示与公司董事会会议记录一并存档。
WHEREAS, Mr. Mike xxxx has tendered his resignation as the director of the company effective as of July 31st， 2009;鉴于， Mike xxxx先生递交的辞去公司董事的辞呈于2009年7月31日生效；WHEREAS, Gates Winhere LLC (the “Investor”) has appointed _________________as the director of the Company to fill the remaining term of Mr. Mike xxxx;鉴于，xxxx有限责任公司（以下简称“投资者”）已经任命__________履行Mike xxxx先生的剩余任期；NOW THEREFORE IT IS RESOLVED that the Board of Directors of the Company accepts the resignation of Mr. Mike xxxx and thanks him for his service to the Company;因此，公司董事会决议同意Mike xxxx先生的辞职并感谢他为公司做出的贡献。
董事会决议(英文)
Board of Directors Consent 董事会决议Here is a form for Board of Directors Consent.The unanimous written consent of the board of directors is a document that allows the board of a company to take actions without an organizational meeting. The resolutions taken by the board of directors consist of the certification and filing of articles of incorporation, the adoption of bylaws and corporate seal, the establishment of bank accounts and other actions depending on the extent of the board’s powers as determined by the company’s bylaws and articles of incorporation.ACTION BY UNANIMOUS WRITTEN CONSENT OFBOARD OF DIRECTORSIN LIEU OF ORGANIZATIONAL MEETING OF[NAME OF CORPORATION]The undersigned, being all the directors of [Name of Corporation], a________ corporation, by their signature below or on a counterpart hereof, hereby adopt the following resolutions on behalf of this corporation, pursuant to the _____________, for the purpose of perfecting the organization of this corporation:1.CERTIFICATION AND FILING OF ARTICLES OF INCORPORATION.RESOLVED, that the Secretary of this corporation is hereby authorized and instructed to insert in the Minute Book of this corporation a copy of the Articles of Incorporation as filed in the Office of the _______ Secretary of State and certified by the Secretary of State.2.ADOPTION OF BYLAWS.RESOLVED FURTHER, that the Bylaws, which were adopted and approved by the incorporator of this corporation and attached as an exhibit to the Action of Incorporator are hereby ratified, approved, and adopted as the Bylaws of this corporation;RESOLVED FURTHER, that the Secretary of this corporation, when appointed, is authorized and directed to execute a Certificate of Adoption of these Bylaws and to insert them as certified in this corporation's Minute Book, and to see that a copy, similarly certified, is kept at this corporation's principal office for the transaction of its business.3.CORPORATE SEAL.RESOLVED FURTHER, that a corporate seal consisting of the following words:[Name of Corporation]Incorporated [Date of Incorporation]________is adopted as the seal of this corporation.4.FORM OF STOCK CERTIFICATE.RESOLVED FURTHER, that the form of certificate for the common stock of this corporation in the form attached hereto as Exhibit B and incorporated herein by reference is adopted for use by this corporation.5.BANK ACCOUNT.RESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized and directed to establish on behalf of this corporation account(s) at a bank or banks (Bank(s) herein) which the officer acting may select in his or her discretion, and that funds from such account(s) may be withdrawn by means of checks or drafts of this corporation signed by any [one] [two] of the following persons:. [Describe any dollar limitations or specific banks or accounts authorized, if appropriate.]RESOLVED FURTHER, that all form resolutions required by such Bank(s) are hereby adopted in the form utilized by Bank(s), and the Secretary is hereby authorized to certify such resolutions as having been adopted by this unanimous written consent and is directed to insert the form of such resolutions in the Minute Book.6.STATEMENT BY DOMESTIC STOCK CORPORATION.RESOLVED FURTHER, that the form entitled Statement by Domestic Stock Corporation, as required to be filed with the _______ Secretary of State by ___________, is hereby approved, and any officer or agent of this corporation, when appointed, is hereby authorized and directed to execute the form and forward it with the appropriate fee in accordance with the time requirements of that Section to the _______ Secretary of State; andRESOLVED FURTHER, that any change in the agent for service of process (or in his or her address) as stated in the aforementioned statement shall cause the President or Secretary to execute a new statement and send it to the Secretary of State, and in addition, those officers are directed hereby to file a new statement annually in accordance with the provisions of __________.7.PRINCIPAL EXECUTIVE OFFICE.RESOLVED FURTHER, that the principal executive office of this corporation shall be located at .8.EMPLOYER IDENTIFICATION AND WITHHOLDING.RESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized and directed to take all actions deemed necessary or advisable to secure federal and state employer identification numbers and to comply with all laws regulating payroll reporting, withholding and taxes.9.STOCK ISSUANCE.RESOLVED FURTHER, that this corporation sell and issue its common stock to the persons and for the consideration set forth below; that the consideration for these shares shall be paid in full before their issuance and delivery and that such shares shall be deemed fully paid and nonassessable; that the Board has determined that the consideration reflected below reflects fair value for the shares; and that the entire consideration shall be credited to the appropriate accounts as determined by the accountant for or Chief Financial Officer of this corporation.Number ofName Shares ConsiderationRESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized and directed to issue to each shareholder of this corporation from time to time one or more share certificates of this corporation representing such shares of stock.10.SECURITIES LAWS COMPLIANCE.RESOLVED FURTHER, that it is contemplated that the offer and sale of this corporation's common stock shall be exempt from qualification under the_________ and any other applicable state securities laws, and each officer of this corporation is authorized and directed to take all steps necessary or desirable to comply with the applicable legal requirements, including causing any required notice to be prepared, executed, and timely filed with the appropriate regulatory agency.RESOLVED FURTHER, that it is contemplated that the offer and sale of this corporation's common stock shall be exempt from the registration requirements of the federal Securities Act of 1933, as amended, pursuant to Section 4(2), Section 3(a)(11), or Regulation D of that Act, as may be applicable, and that each officer of this corporation acting alone is hereby authorized and directed to take all steps necessary or desirable to qualify under an applicable exemption, including the filing of any Form D with the Securities and Exchange Commission.11.ELECTION OF OFFICERS.RESOLVED, that the following persons are elected to the office(s) indicated next to their names to serve until their successor(s) shall be duly elected or appointed, unless he or she resigns, is removed from office or is otherwisedisqualified from serving as an officer of this corporation, to take their respective office(s) immediately upon such election:Office NamePresident and Chief Executive Officer______________________________Vice President______________________________Secretary ______________________________ Chief Financial Office r______________________________[Other desired officers]______________________________12.ACCOUNTING AND FISCAL YEAR.RESOLVED FURTHER, that, until changed by this Board or by the shareholder, the first accounting year of this corporation shall commence on its date of incorporation and shall end on the following date: [Date of end of fiscal year].RESOLVED FURTHER, that each subsequent fiscal year of this corporation shall end on [e.g., December 31].13.EXPENSES OF INCORPORATION.RESOLVED FURTHER, that the Chief Financial Officer is authorized and directed to pay the expenses of the incorporation and organization of this corporation, and to reimburse the persons advancing funds to this corporation for this purpose.[14. S CORPORATION ELECTION.WHEREAS, it is in the best interest of this corporation and its shareholders to elect to be treated as an S Corporation, pursuant to the Internal Revenue Code of 1986;NOW, THEREFORE, BE IT RESOLVED that the officers of this corporation are, and each acting alone is, authorized and directed to execute all documents and to take such action as they may deem necessary or advisable in order to elect for S Corporation treatment, including but not limited to the submission of necessary corporation election documents to the Internal Revenue.][15] [16]. OMNIBUS RESOLUTIONS.RESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized to do and perform any and all such acts, including execution of any and all documents and certificates, as said officers shall deem necessary or advisable, to carry out the purposes of the foregoing resolutions.RESOLVED FURTHER, that any actions taken by such officers prior to the date of the foregoing resolutions adopted hereby that are within the authority conferred thereby are hereby ratified, confirmed and approved as the acts and deeds of this corporation.* * * *This Unanimous Written Consent may be executed in one or more counterparts, each of which shall be an original and all of which together shall be one and the same instrument. This written consent shall be filed in the Minute Book of this corporation and become a part of the records of this corporation.[Typed or Printed Name of Director][Typed or Printed Name of Director][Typed or Printed Name of Director][Add signature lines as appropriate.] Dated as of。
董事会决议英文版ResolutionofBoardOfDirectors
Resolution of Board Of DirectorsAt the meeting of the Board of Directors held on [Date], the following resolutions were duly adopted:1. Appointment of New Director2. Approval of Financial Statements3. Declaration of Dividends4. Authorization of Share Repurchase ProgramThe Board authorizes the management to implement a share repurchase program of up to [Number] million shares, subject to market conditions and regulatory approvals. This program aims to enhance shareholder value purchasing shares at attractive prices.5. Approval of Capital Expenditure6. Review of Corporate Governance Policies7. Appointment of Audit Committee Members8. AdjournmentThere being no further business to discuss, the meeting was adjourned at [Time].Resolution of Board Of Directors (Continued)9. Strategic Plan for Market ExpansionThe Board recognizes the need to expand our market presence and has approved a strategic plan to enter new geographic regions. The plan includes market research,partnership development, and a targeted marketing campaign to be executed over the next two fiscal years.10. Employee Incentive ProgramTo retain and motivate our talented workforce, the Board approves the implementation of an employee incentive program. This program will include performancebased bonuses, stock options, and professional development opportunities for eligible employees.11. Environmental Sustainability Initiatives12. Risk Management Policy Update13. Annual General Meeting Date14. Board Succession PlanningRecognizing the importance of continuity in leadership, the Board resolves to establish a formal succession planning process. This process will identify and develop potential future Board members and senior management to ensure a smooth transition of leadership over time.15. ConclusionSigned on this [Date], the order of the Board of Directors:_________________________[Chairman of the Board's Name]Chairman of the Board_________________________[Secretary's Name]Secretary of the MeetingResolution of Board Of Directors (Final Addendum)16. Technology Investment Strategy17. Brand Refresh Initiative18. Community Engagement and Philanthropy19. Review of Executive Compensation20. Shareholder Communication Policy21. Compliance and Regulatory Affairs22. Acknowledgment of Directors and Officers23. Closing RemarksSigned on this [Date], the order of the Board of Directors:_________________________[Chairman of the Board's Name]Chairman of the Board_________________________[Secretary's Name]Secretary of the Meeting。
《董事会决议样本》
《董事会决议(样本)》《董事会决议(样本)》会议名称：XXX有限公司董事会决议会议日期：XXXX年XX月XX日会议地点：公司会议室与会董事：XXX、XXX、XXX、XXX、XXX会议主持人：XXX会议记录人：XXX会议主要议程：1.审议公司XXXX年度财务报告2.审议公司XXXX年度董事会工作报告3.审议公司XXXX年度利润分配方案4.审议公司XXXX年度投资计划5.其他事项会议决议：一、审议公司XXXX年度财务报告与会董事认真审议了公司XXXX年度财务报告，认为该报告真实、完整地反映了公司的财务状况和经营成果，同意将该报告提交股东大会审议。
二、审议公司XXXX年度董事会工作报告与会董事认真审议了公司XXXX年度董事会工作报告，认为报告全面总结了公司董事会的工作，并对未来的工作进行了规划和展望。
同意将该报告提交股东大会审议。
三、审议公司XXXX年度利润分配方案与会董事认真审议了公司XXXX年度利润分配方案，认为该方案符合公司实际情况和相关法律法规的规定，同意将该方案提交股东大会审议。
四、审议公司XXXX年度投资计划与会董事认真审议了公司XXXX年度投资计划，认为该计划符合公司长期发展战略和投资方向，同意将该计划提交股东大会审议。
同时，要求公司在实施投资计划过程中严格遵守相关法律法规，加强风险管理和内部控制，确保投资的安全性和效益性。
五、其他事项与会董事认为，公司在XXXX年度内取得了一定的业绩和进展，但也面临一些挑战和风险。
因此，要求公司在XXXX年度继续加强内部管理，优化业务流程，提高运营效率和质量，同时加强对外合作和交流，积极拓展市场和业务领域，推动公司的可持续发展。
此外，与会董事还对公司治理结构、内部控制等方面进行了讨论和评估，认为这些方面虽然存在一些不足之处，但总体上符合公司的实际情况和发展需要。
因此，要求公司在XXXX年度继续加强这些方面的工作，提高公司的治理水平和风险控制能力。
决议结果：与会董事对各项议案进行了认真讨论和表决，一致同意以下决议：1.通过公司XXXX年度财务报告、董事会工作报告、利润分配方案和投资计划，并提交股东大会审议。
董事会决议中英文对照
董事会决议中英文对照［作者：中国法律英语网转贴自：中国法律英语网点击数：395 更新时间：2006-01-10 文章录入：admin ］董事会决议__________________________________(Insert name of company/填入公司名称)It is hereby certified that the following Resolutions of the Board of _________________________were duly passed at a Meeting of the Board held on _______________, and that they are in accordance with the Memorandum and Articles of Association of the said Company and have been duly recorded in the Minutes Book of said Company/兹证明下述__________________公司董事会之决议在__________________召开的董事会会议适时通过，并与该公司章程及备忘录相符且已在该公司的备忘录中予以适时记录:Resolved/决议如下:A．That a Banking Account for the Company be opened with Morymor Bank Ltd. (“the Bank”) and that the Bank be and is hereby instructed to honour a nd debit to the Company’s account or accounts whether in credit or overdrawn or becoming overdrawn or closed in consequence of any such debits, all cheques, drafts or other orders or receipts for money signed, bill of exchange and promissory notes drawn, accepted or made on behalf of the Company provided they are signed or accepted by/在摩根&摩根银行（以下称“银行”）为公司开立银行帐户，并由此委派该银行对经下列人员代表公司签字认可提取的、接受的或制作的所有支票、支取凭证或其它汇单及经签字的款项收据、汇票和本票进行承兑或以借项记入公司一个或多个帐户，无论帐户尚有充足余额、已经透支或由于这些借项金额将要透支或销户。
经典股东会决议(收购海外公司)--中英文对照版
YY XXX COMPANY LIMITEDXX酒业有限公司(the "Company")简称：“XX酒业”RESOLUTIONS IN WRITING OF THE SHAREHOLSDERS OF THE COMPANY PASSED PURSUANT TO THE COMPANY'S ARTICLES OF ASSOCIATION ON 5MARCH 20XX3月6日由全体股东表决通过的决议1. PURCHASE OF SHARES OF SCA DOMAINE DE COURTEILLAC (hereafterthe “Project Acquisition”)收购SCAXXXX酒庄公司的股份1.1It is noted that the Company has agreed to acquire XXX shares (“Sale Shares”),representing 100% of the share capital of SCA Domaine de Courteillax, a civil company organised under the laws of France, with a share capital of Euro XXXX, having its registered office at Domaine de XXXX 33350 RUCH (FRANCE), registered under number XXXXXX RCS BORDEAUX (“Target Company”).XX酒业有限公司同意收购法国政府确认的S CAXXXX酒庄公司合共XXX 股的股份，（酒庄净资产XXXX欧元，酒庄注册地址：法国如兹市XXX酒庄33350，公司注册号：波尔多RCS 418 878 161）1.2 The purpose of these resolutions is for the Shareholders to consider and, ifthought fit, to approve the acquisition under conditions precedent of the Sale Shares (“Acquisition”) between YY XXX Co., Limited and the Company and to approve :此决议目的是由公司股东共同确认是否批准XX酒业与酒庄公司签署带有前置条件的《酒庄买卖协议》-The signature of the Sale and Purchase Agreement under conditions precedent (“Promesse synallagmatique de vente et d’achat sous conditionssuspensives”),带有前置条件的《酒庄买卖协议》-The attachment to the Sale and Purchase Agreement under conditions precedent of the draft of the “Guarantee Agreement”.-作为买卖协议附件的《保证协议》-The payment of a deposit.支付相应定金2. CONSIDERATION OF DOCUMENT 文件内容2.1 There are attached to these resolutions the following document :以下有两个附件对应此决议The Letter of Intent dated 16th and 18th February 20XX.20XX年2月16日及18日签署收购意向函(Referred to as the "Document").2.2 It is noted that having considered the terms of the Documents, the Shareholdersare of the opinion that the Acquisition by the Company is in the best interests and for the commercial benefit of the Company and its shareholders.股东需对以上提供的文件及公司的收购行为，确认符合公司及股东的权益。
董事会决议的格式及范文申请贷款
董事会决议的格式及范文申请贷款英文回答：FORMAT.Resolution to Authorize Loan Application.WHEREAS, the [Company Name] ("Company") is in need of additional financing to meet its ongoing business operations; and.WHEREAS, the Company has identified [Bank Name] ("Bank") as a potential lender; and.WHEREAS, the Company has reviewed the Bank's loan application requirements;NOW, THEREFORE, BE IT RESOLVED by the Board ofDirectors of the Company as follows:1. The Chairman of the Board, or any other officer duly authorized by the Board, is hereby authorized and directed to execute and deliver an application for a loan to the Bank in the principal amount of [Loan Amount];2. The terms and conditions of the loan, including but not limited to the interest rate, repayment schedule, and collateral requirements, shall be negotiated by the Chairman of the Board, or any other officer duly authorized by the Board;3. The Chairman of the Board, or any other officer duly authorized by the Board, is hereby authorized and directed to sign and execute all necessary documents related to the loan application, including but not limited to promissory notes, security agreements, and personal guarantees;4. The Secretary of the Board is hereby authorized and directed to file all necessary documents with the appropriate regulatory authorities;5. This resolution shall be effective immediately.范文。
中英文对照董事会议决议案
以下是本公司提供的董事會决議的樣本，以供閣下参考。
The following is sample of BOARD RESOLUTIONS just for your reference.董事会议决议案(下称“本公司”)于 （会议日期） 恰当及有效地根据 （公司注册地）法律和公司宪章通过之董事会议决决议1.依据呈上本会议之相关开户文件(下称“文件”)内所载之条款及条件，于□ 华泰金融控股（香港）有限公司开立一个或多个①现金/保证金证券账户。
(上述一间或多间公司统称为“相关公司”，而上述一个或多个账户统称为“交易账户”)本决议明确接纳相关文件中的条款及用词，涵义及注释。
2.现特授权 （下列任何位人士）(下称“获授权人士”)有权代表本公司就开立上述交易账户一事向上述相关公司签署并提交履行文件，并且建立，签署和履行就上述相关公司维持上述交易账户之任何其它协议书、担保书、授权书指示购入，出售及处理下列任何一个类别产品□ 任何类别证券(上述一项或多项统称为“有关产品”)姓名 职衔 签名样式董事 董事/公司秘书姓名: 姓名:日期①删去不适用的BOARD RESOLUTIONSRESOLUTIONS OF THE BOARD OF DIRECTORS OF . (“our Company＂) duly and effectively passed in accordance with the laws of (Place of incorporation) and with Company constitution on (Meeting date)RESOLVED:1.That□ *Cash/margin securities trading account(s) be opened with HUATAI FINANCIAL HOLDINGS (HONGKONG) LIMITED(The above - mentioned company(ies), collectively or singly known as “Relevant Company(ies)＂, whereas the above – mentioned account(s), collectively or singly known as “Trading Account(s)＂)Subject to the terms and conditions in the respective account opening documents (“documents＂) as produced to the meeting. Terms and expression used in the respective documents shall have same meaning when used in these resolutions.2.That any of the following persons (“Authorized Person＂) be and *is / are hereby authorized for and on behalf ourCompany to execute and deliver the Documents, and to mark , execute and deliver any other agreements, guarantees, authorizations, security documents, Relevant Company(ies) to buy, sell and deal in and with□ All kinds of Securities(Collectively or singly known as “Relevant Product(s)＂)Name Title Specimen SignatureDirector Director/Company SecretaryName: Name:Date*Delete where inapplicable。
董事会决议-英文版
Company XResolution of Board Of DirectorsDD MM, YYWe, the undersigned, being all directors of Company A (hereinafter referred to as the "Company") for the time being, hereby RESOLVE unanimously:1. that it is approved that the Company will establish a wholly foreign-owned enterprise (hereinafter referred to as "WFOE") through which the Company will purchase and operate certain assets in the ownership of Company Y (hereinafter referred to as the "Assets Acquisition");2. that it is approved that the Company may execute all the documents for the purpose of the Assets Acquisition including without limitation the Assets Purchase Agreement and the documents with respect of the establishment of WFOE (hereinafter collectively referred to as "Acquisition Documents");3. that it is approved that A (ID card/passport number: **) is authorized to sign the Acquisition Documents for and on behalf of the Company while B (ID card/passport number: **) still sign the Acquisition Documents as the legal representative for and on behalf of the Company;4. that it is approved that A (ID card/passport number: **), C (ID card/passport number: **), D (ID card/passport number: **) and E (ID card/passport number: **) are appointed as the directors of the WFOE with A (ID card/passport number: **) being the Chairperson as the legal representative of the WFOE and C (ID card/passport number: **)being the Vice Chairperson;5. that it is approved that F (ID card/passport number: **) is appointed as the supervisor of the WFOE; and6. that it is approved that E (ID card/passport number: **) is appointed as the General Manager of the WFOE.(Signature Page)。
香港公司董事会决议书范本
香港公司董事会决议书范本决议日期：【年月日】决议主题：【主题内容】一、【主题内容】在本次董事会会议上，董事会就【主题内容】进行了讨论。
根据董事会成员的综合意见和讨论，经投票表决，决议如下：1.1决议内容1【详细描述内容】1.2决议内容2【详细描述内容】二、【主题内容】该议题讨论中，董事会就【主题内容】进行了深入的研究和讨论，根据各方面的情况和意见，经投票表决，决议如下：2.1决议内容1【详细描述内容】2.2决议内容2【详细描述内容】三、【主题内容】在本次会议上，董事会审议了【主题内容】。
根据董事会成员的综合意见和讨论，经投票表决，决议如下：3.1决议内容1【详细描述内容】3.2决议内容2【详细描述内容】四、遵从指导方针根据上述决议内容，董事会指示公司高层按照董事会决议的指导方针执行，并确保实施过程中的合规性。
五、决议执行根据本次董事会决议，董事会秘书将会通知所有相关董事，并确保决议得到详细履行情况的报告。
六、其他事项本次会议还就以下事项进行了讨论，并决议如下：6.1【其他事项1】【详细描述内容】6.2【其他事项2】【详细描述内容】七、决议有效性本次董事会决议自通过之日起生效，并将存档记录于公司档案中。
如需要，董事会秘书将为决议提供公证或其他必要证明文件。
董事会成员出席情况：1.董事姓名1：【出席/缺席】；2.董事姓名2：【出席/缺席】；3.董事姓名3：【出席/缺席】；……（根据实际情况填写）会议记录人：【姓名】本决议书未经董事会授权，不得有任何更改。
【公司董事会名称】【公司董事会公章】。
公司董事会决议模板 董事会决议模板三篇
公司董事会决议模板董事会决议模板三篇模板一：
XXXX有限公司第XX届董事会第X次会议决议
时间：XXXX年XX月XX日
地点：XXXX
出席董事：全员
会议主持人：XXX
经过认真讨论，XXXX有限公司董事会就以下议题进行了决议：
一、XXX事项
董事会一致同意XXX事项，并授权XXX等人负责执行该事项。
以上决议自通过之日起生效。
董事长签字：XXX
1. XXX
XXX有限公司的财务报告、销售报告等各项报告报送齐全并清晰明了，董事会对表现较为满意。
本次董事会决议结束。
XXX有限公司的策略规划、市场定位、产品创新等方面取得了较好的成绩，董事会对表现较为满意。
经过审查，董事会一致通过公司股权变更方案，特此授权执行。
董事会决议英文
Board of Directors Consent董事会决议Here is a form for Board of Directors Consent.The unanimous written consent of the board of directors is a document that allows the board of a company to take actions without an organizational meeting. The resolutions taken by the board of directors consist of the certification and filing of articles of incorporation, the adoption of bylaws and corporate seal, the establishment of bank accounts and other actions depending on the extent of the board’s powers as determined by the company’s bylaws and articles of incorporation.ACTION BY UNANIMOUS WRITTEN CONSENT OFBOARD OF DIRECTORSIN LIEU OF ORGANIZATIONAL MEETING OF[NAME OF CORPORATION]The undersigned, being all the directors of [Name of Corporation], a ________ corporation, by their signature below or on a counterpart hereof, hereby adopt the following resolutions on behalf of this corporation, pursuant to the_____________, for the purpose of perfecting the organization of this corporation:1.CERTIFICATION AND FILING OF ARTICLES OF INCORPORATION.RESOLVED, that the Secretary of this corporation is hereby authorized and instructed to insert in the Minute Book of this corporation a copy of the Articles of Incorporation as filed in the Office of the _______ Secretary of State and certified by the Secretary of State.2.ADOPTION OF BYLAWS.RESOLVED FURTHER, that the Bylaws, which were adopted and approved by the incorporator of this corporation and attached as an exhibit to the Action of Incorporator are hereby ratified, approved, and adopted as the Bylaws of this corporation;RESOLVED FURTHER, that the Secretary of this corporation, when appointed, is authorized and directed to execute a Certificate of Adoption of these Bylaws and to insert them as certified in this corporation's Minute Book, and to see thata copy, similarly certified, is kept at this corporation's principal office for the transaction of its business.3.CORPORATE SEAL.RESOLVED FURTHER, that a corporate seal consisting of the following words:[Name of Corporation]Incorporated [Date of Incorporation]________is adopted as the seal of this corporation.4.FORM OF STOCK CERTIFICATE.RESOLVED FURTHER, that the form of certificate for the common stock of this corporation in the form attached hereto as Exhibit B and incorporated herein by reference is adopted for use by this corporation.5.BANK ACCOUNT.RESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized and directed to establish on behalf of this corporation account(s) at a bank or banks (Bank(s) herein) which the officer acting may select in his or her discretion, and that funds from such account(s) may be withdrawn by means of checks or drafts of this corporation signed by any [one] [two] of the following persons:. [Describe any dollar limitations or specific banks or accounts authorized, if appropriate.]RESOLVED FURTHER, that all form resolutions required by such Bank(s) are hereby adopted in the form utilized by Bank(s), and the Secretary is hereby authorized to certify such resolutions as having been adopted by this unanimous written consent and is directed to insert the form of such resolutions in the Minute Book.6.STATEMENT BY DOMESTIC STOCK CORPORATION. RESOLVED FURTHER, that the form entitled Statement by Domestic Stock Corporation, as required to be filed with the _______ Secretary of State by___________, is hereby approved, and any officer or agent of this corporation, when appointed, is hereby authorized and directed to execute the form and forward it with the appropriate fee in accordance with the time requirements of that Section to the _______ Secretary of State; andRESOLVED FURTHER, that any change in the agent for service of process (or in his or her address) as stated in the aforementioned statement shall cause the President or Secretary to execute a new statement and send it to the Secretary of State, and in addition, those officers are directed hereby to file a new statement annually in accordance with the provisions of __________.7.PRINCIPAL EXECUTIVE OFFICE.RESOLVED FURTHER, that the principal executive office of this corporation shall be located at .8.EMPLOYER IDENTIFICATION AND WITHHOLDING. RESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized and directed to take all actions deemed necessary or advisable to secure federal and state employer identification numbers and to comply with all laws regulating payroll reporting, withholding and taxes.9.STOCK ISSUANCE.RESOLVED FURTHER, that this corporation sell and issue its common stock to the persons and for the consideration set forth below; that the consideration for these shares shall be paid in full before their issuance and delivery and that such shares shall be deemed fully paid and nonassessable; that the Board has determined that the consideration reflected below reflects fair value for the shares; and that the entire consideration shall be credited to the appropriate accounts as determined by the accountant for or Chief Financial Officer of this corporation.Number ofName Shares ConsiderationRESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized and directed to issue to each shareholder of this corporation from time to time one or more share certificates of this corporation representing such shares of stock.10.SECURITIES LAWS COMPLIANCE.RESOLVED FURTHER, that it is contemplated that the offer and sale of this corporation's common stock shall be exempt from qualification under the_________ and any other applicable state securities laws, and each officer of this corporation is authorized and directed to take all steps necessary or desirable to comply with the applicable legal requirements, including causing any requirednotice to be prepared, executed, and timely filed with the appropriate regulatory agency.RESOLVED FURTHER, that it is contemplated that the offer and sale of this corporation's common stock shall be exempt from the registration requirements of the federal Securities Act of 1933, as amended, pursuant to Section 4(2), Section 3(a)(11), or Regulation D of that Act, as may be applicable, and that each officer of this corporation acting alone is hereby authorized and directed to take all steps necessary or desirable to qualify under an applicable exemption, including the filing of any Form D with the Securities and Exchange Commission.11.ELECTION OF OFFICERS.RESOLVED, that the following persons are elected to the office(s) indicated next to their names to serve until their successor(s) shall be duly elected or appointed, unless he or she resigns, is removed from office or is otherwise disqualified from serving as an officer of this corporation, to take their respective office(s) immediately upon such election:Office NamePresident and Chief Executive Officer______________________________Vice President ______________________________Secretary ______________________________Chief Financial Office r ______________________________[Other desired officers] ______________________________12.ACCOUNTING AND FISCAL YEAR.RESOLVED FURTHER, that, until changed by this Board or by the shareholder, the first accounting year of this corporation shall commence on its date of incorporation and shall end on the following date: [Date of end of fiscal year]. RESOLVED FURTHER, that each subsequent fiscal year of this corporation shall end on [e.g., December 31].13.EXPENSES OF INCORPORATION.RESOLVED FURTHER, that the Chief Financial Officer is authorized and directed to pay the expenses of the incorporation and organization of this corporation, and to reimburse the persons advancing funds to this corporation for this purpose.[14. S CORPORATION ELECTION.WHEREAS, it is in the best interest of this corporation and its shareholders to elect to be treated as an S Corporation, pursuant to the Internal Revenue Code of 1986;NOW, THEREFORE, BE IT RESOLVED that the officers of this corporation are, and each acting alone is, authorized and directed to execute all documents and to take such action as they may deem necessary or advisable in order to elect for S Corporation treatment, including but not limited to the submission of necessary corporation election documents to the Internal Revenue.][15] [16]. OMNIBUS RESOLUTIONS.RESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized to do and perform any and all such acts, including execution of any and all documents and certificates, as said officers shall deem necessary or advisable, to carry out the purposes of the foregoing resolutions. RESOLVED FURTHER, that any actions taken by such officers prior to the date of the foregoing resolutions adopted hereby that are within the authority conferred thereby are hereby ratified, confirmed and approved as the acts and deeds of this corporation.* * * *This Unanimous Written Consent may be executed in one or more counterparts, each of which shall be an original and all of which together shall be one and the same instrument. This written consent shall be filed in the Minute Book of this corporation and become a part of the records of this corporation.[Typed or Printed Name of Director][Typed or Printed Name of Director][Typed or Printed Name of Director]. .. .[Add signature lines as appropriate.]Dated as of.. ..范文. .。
董事授权委托书英文模板
董事授权委托书英文模板English: A Board Resolution or Director's Authorization Letter is a document that formally authorizes a director or an individual to act on behalf of the board of directors or a company. This document outlines the specific powers or tasks that the director is authorized to carry out, such as signing contracts, making financial decisions, or representing the company in meetings. It is important for companies to have a Board Resolution or Director's Authorization Letter in place to ensure clarity and legal compliance when it comes to making important decisions or conducting business transactions. The document should clearly state the name of the director being authorized, the specific powers granted, the duration of the authorization, and any limitations or conditions attached to the authorization.中文翻译: 董事会决议书或董事授权书是一份正式授权董事或个人代表董事会或公司行事的文件。
公司决议的中英翻译
公司决议的中英翻译阅读：时间： 2006-5-29 1:02:14 编辑：珠三角CORPORATE RESOLUTION 公司决议I, ________________________________ Secretary of ________________________________, a corporation organized under the laws of the Country of_______________________________________________ (the "Corporation"), do hereby certify that at a meeting of the Board of Directors of the said Corporation, held in accordance with its charter and by-laws on the date at which a quorum was at all times present and acting, the attached resolutions were duly adopted, that said resolutions have not been amended, rescinded or revoked, and are in no way in conflict with any of the provisions of the charter or by-laws of said Corporation.我, ____________________________________________公司之公司秘书本公司为根据____________________国法律成立的一家公司.本公司特此证明本公司董事会已于本决议所载之日根据公司章程及公司规则召开董事会议.出席会议的董事自始至终符合法定人数.会议通过以下所附各项决议.该各项决议自从通过后未被修改,终止或撤销,并且与公司章程及公司规则并无任何冲突之处.RESOLUTION 决议内容(1) Resolved that Name _______________________________ Title ________________________本公司特此决议姓名职务Name _______________________________ Title ________________________姓名职务Each of them or such other person as this corporation may designate from time to time either in writing or by their apparent authority be and hereby are authorized to trade in OTCFX account for risk of this Corporation through and with FXCM ASIA, as said Corporation is now constituted or may be hereafter constituted, the authority hereby granted including the power to do any of the following:(a) To open an account with FXCM ASIA for the purpose of FXCM ASIA 's carrying, clearing, and settling all securities transactions undertaken by the Corporation;(b) To buy and sell foreign currency positions for present delivery, on margin or otherwise, the power to sell including the power to sell "short";(c) To deposit with and withdraw from said firm money, currencies, contracts, for the purchase or sale of Currencies, securities and other property;(d) To receive requests and demands for additional margin, notices of intention to sell or purchase and other notices and demands of whatever character;(e) To receive and confirm the correctness of notices, confirmations, requests, demands and confirmations of every kind;(f) To place oral orders with any authorized representative of FXCM ASIA for the execution of securities transactions on behalf of the Corporation on any marketplace FXCM ASIA is permittedto effect transaction on;(g) To pay FXCM ASIA all fees, commissions and mark ups or downs incurred in connection with any such transactions and all amounts as may be requested by FXCM ASIA formative to time as margin or equity for the Corporation's account;(h) To settle, compromise, adjust and give releases on behalf of this Corporation with respect to any and all claims, disputes and controversies;(i) To otherwise perform all terms and provisions of the above mentioned Agreements, and to take any other action relating to any of the foregoing matter;任何一位上述人士或本公司不时以书面或表见代理的形式授权的其它人士可以通过福汇亚洲为本公司进行杠杆式外汇买卖.本公司为此目的授权上述人士为下述任何行为:(a) 于福汇亚洲开立账户,以便福汇亚洲执行本公司所有证券交易并进行有关的清算及交割;(b) 进行外汇现汇,保证金或其它交易,售出外汇的权力包括卖空;(c) 向本公司账户存入或从本公司账户提取货币,现钞,合约以用于买卖现钞,证券或其它财产;(d) 收取请求或要求支付额外保证金通知,买卖意图通知或任何其它性质的通知或要求.(e) 收取并确认各类通知,确认书,请求要求及各种确认书的更正;(f) 向福汇亚洲的任何授权代表人发出口头指令,以便于后者在福汇亚洲有权进行交易的任何市场代表本公司进行证券交易;(g) 向福汇亚洲支付与此类交易有关的所有费用,佣金,溢价和折价,以及福汇亚洲不时要求的与本公司账户有关的保证金或其它款项;(h) 就任何和所有请求,纠纷及冲突代表本公司进行解决,达成和解,调停或给予对方豁免.(i) 以其它方式履行上述所指协议的所有条款或条件,并就前述事项采取任何其它行动.(2) Let it be further resolved that it is in the best interest of the corporation to have its account(s) for the purchase and/or sale of foreign currencies cleared and carried by FXCM ASIA and for FXCM ASIA to arrange for the execution of foreign currencies transactions which are not executed by the Corporation directly;(2) 本公司进一步决议为外汇买卖之目的,由福汇亚洲为本公司进行账户的交割和维持并由福汇为不由本公司直接执行的外汇交易作出交易安排是符合本公司最大利益的.(3) Resolve that FXCM ASIA may deal with any and all of the persons directly or indirectly by the foregoing resolution empowered, as though they were dealing with the Corporation directly, and that in the event of any change in the office or powers or persons hereby empowered, the Secretary shall certify such change to FXCM ASIA. in writing in the manner herein above provided, which notification, when received, shall be adequate both to terminate the powers of the persons theretofore authorized, and to empower the persons substituted;(3) 本公司决议, 福汇亚洲可以直接或间接与本决议书授权的任何及所有人士进行交易,此等交易视同福汇亚洲同本公司的交易.本决议书授权之人士的职务,权力或身份如有任何变更,公司秘书应以本决议前文提供的方式书面将变更情况向福汇亚洲确认.该书面通知一经接收即作为对前一任被授权人权力的终止,及所继任人的授权.(4) Further Resolved, that in order to induce FXCM ASIA to act as Agent on behalf of the Corporation, the execution and delivery of an Account Application, Client Account Letter, ClientAgreement, Risk Disclosure Statement, and other documents appropriate to induce FXCM ASIA to act as Agent, (copies of which have been presented to this meeting and will be filed with the records of the Corporation) by any officer of the Corporation are hereby authorized; and the officers of the Corporation are hereby directed to execute such Agreements by and on behalf of the corporation and to deliver the same to FXCM ASIA;(4) 本公司进一步决议,为方便福汇亚洲担任本公司的代理人,特此授权本公司任何主管签署送达开户表,客户账户函,客户协议,风险披露声明,及其它能够使得福汇亚洲成为本公司代理人的文件(上述文件的副本已经提交本董事会议并将于本公司备案); 本公司特此要求所属主管代表本公司签署上述协议并将同一文件送达福汇亚洲.(5) Further Resolved, that the foregoing resolutions and the certificate actually furnished to FXCM ASIA by the Secretary/Assistant Secretary of the corporation pursuant thereto, be and they hereby are made irrevocable until written notice of the revocation thereof shall have been received by FXCM ASIA.(5) 本公司进一步决议,除非福汇亚洲收到书面撤销通知,前述决议及根据前述决议由本公司秘书/助理秘书向福汇亚洲实际送达的确认,不得撤销;(6) Further Resolved, that the Corporation agrees to indemnify and hold harmless FXCM ASIA and its associates from any and all loss, damage or liability incurred because of any of the representations or warranties made above shall not be true and correct or any of the agreements entered into between the corporation and FXCM ASIA shall not have been fully performed by the Corporation;(6) 本公司进一步决议,如本公司于前述所作出的任何声明或保证不真实或不准确,或本公司未全面履行由本公司和福汇亚洲所订立的协议,而给福汇亚洲及其关联人招致任何损失,损害或责任的,本公司同意向福汇亚洲及其关联人作出赔偿,以使其不受损害.(7) Further Resolved, that the Secretary of the Corporation be and hereby is authorized and directed to present a certified copy of these resolutions, together with a certification as to the incumbency of certain officers to FXCM ASIA and that the authority hereby given to the Agents (including the persons named as officers in such certification until such time as FXCM ASIA receives written notification that such persons are no longer such officers) shall continue in full force and effect (irrespective of whether any of them ceases to be officers or employees of the Corporation) until notice of revocation or modification is given in writing to FXCM ASIA or its successors or assigns.(7) 本公司进一步决议,特此授权并命令本公司秘书将经认证的本决议副本,连同各主管职务证明呈交福汇亚洲.本决议向各代理人(包括职务证明所指定的作为本公司主管的人,除非福汇亚洲收到关于上述人士不再担任本公司主管的书面通知)的授权在撤销或变更通知被送达福汇亚洲或其承继人或受让人之前全部有效(不论上述主管是否已不再担任本公司的主管或雇员).I further certify that the foregoing resolutions have not been modified or rescinded and are now in full force and effect and that the Corporation has the power under its Charter and by-laws and applicable laws to take the action set forth in and contemplated by the foregoing resolutions. 本人进一步证明前述决议未被修改或撤销,全部有效;本公司依据其公司章程,公司规则及适用法, 有权采取前述协议中既定的行动.I do further certify that each of the following has been duly elected and is now legally holding the office set opposite his/her signature.并且,本人证明以下各位人士经适当选举,并合法担任与其签名对应的职务.________________________________________________________________________Signature of President总裁签名________________________________________________________________________Signature of Vice-President副总裁签名________________________________________________________________________Signature of Secretary公司秘书签名________________________________________________________________________Signature of Treasurer财务主管签名In witness whereof, I have hereunto affixed my hand this _______ day of_____, 20_____作为证人,本人亲自填写20_____年____月____日.________________________________________________________________________Signature of Secretary公司秘书签名____________________________________________________________________Print Name (English and Chinese) 姓名(中英文) Date日期Corporate Seal公司印章(Please affix corporate seal here) (请盖公司印章于此处)PERSONAL GUARANTEE个人担保In consideration of the opening of a corporate account for______________________________________, a corporation in the State of _______________________, FXCM ASIA must have a personal guarantee in order to enter into Client Agreement with Client. For this account the undersigned agrees to jointly and severally guarantee personally the prompt, full and complete performance of any and all of the duties and obligations of this Client's account and the payment of any and all damages, costs and expenses, which may become recoverable by FXCM ASIA from Client.在考虑为设在________________州的__________________公司开立一公司账户时,福汇亚洲必须被提供一名个人担保人,作为福汇亚洲与客户签定客户协议的担保.为此,在本担保书签名之各位人士同意对该客户账户下任何及所有义务及责任的实时,全面履行及福汇亚洲可向客户主张赔傊的任何及所有损害,成本及费用提供连带担保.This guarantee shall remain in full force and effect until the termination of Client Agreement, provided that the undersigned shall not be released from their obligations so long as the account and any obligations the account has with FXCM ASIA lasts.本担保在客户协议终止前保持全面有效,并且,只要于福汇亚洲开立的账户及任何相关义务存在,在本担保书签名各位不得被免除义务.Personal Guarantee Acknowledgment个人担保确认This guarantee shall inure to the benefit of FXCM ASIA, its successors & assigns, and shallbe binding on the undersigned and their heirs.本担保的受益方为福汇亚洲及其继承人或受让人.本担保对以下签名人士及其继承人具有约朿力.This assigns签名:as Guarantor, Individually个人担保人 ________________________________ Date日期____________________。
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xxx有限公司
董事会决议
编号：x xxxx有限公司（以下简称“公司”），于x xxx 年x月x日通过书面或传真方式向全体董事发出了《xxx有限公司关于召开董事会会议的通知》。
xx年x月x日，公司在3楼会议室召开了董事会。
本次会议应到董事x位，实到董事x 位，公司部分高级管理人员列席了本次会议。
会议召集和召开符合法律、法规、规章及公司章程规定。
与会董事经认真审议并表决，以 x 票同意、0 票反对、0 票弃权审议通过如下决议：
1．xxx。
2．xxx。
3．xxx。
本书面董事会决议由公司的董事会成员亲自或由在本决议签署之日时有权的授权代表签字并通过，特此证明。
到会董事签名
xx年xx月xxx日
Resolution of Meeting of
the Board of Directors
The Board of Directors of the xxxx Co., Ltd. (“The Company” hereinafter) delivered the meeting circulars by means of written and fax notices on April x, xxx. The meeting of the Board of Directors was held in the meeting room of the Company in the morning of April x, xx.
All three directors attended the meeting. Some senior managers of the Company were present. The appointment complies with the Company Law and Articles of Association of the Company. The following proposal was approved with 3 votes in, 0 against and 0 waived:
1.xxx.
2.xxx.
3.xxx.
IN WITNESS WHEREOF , these written board resolutions have been executed, and deemed to be passed, by the board members of the Company in person or by proxy effective on the date of execution hereof.
Directors
xx April, xxx。