Directors' Resolutions Authorizing Purchase of Property in Singapore
Directors' resolutions are formal documents recording the board's decisions on behalf of the company. In Singapore, purchasing property is a significant decision often requiring a resolution.
Here's a breakdown of what a directors' resolution for property purchase in Singapore typically entails:
Content of the Resolution:
Company Details: Name of the company and its registration number.
Date of Meeting: Date the board meeting took place where the purchase was authorized.
Resolution Title: Clearly state the purpose, e.g., "Resolution Authorizing the Purchase of Property."
Background: Briefly explain the rationale for acquiring the property, aligning with the company's business needs.
Property Details:
Full address of the property.
Description of the property (type, size, etc.).
Freehold or leasehold interest acquired (and duration for leasehold).
Purchase Terms:
Purchase price.
Funding source (company funds, loan, etc.).
Any contingencies or conditions related to the purchase.
Authorization: Clearly state the board's authorization to proceed with the property purchase under the outlined terms.
Signatories: Signatures of directors who voted in favor of the resolution, along with their printed names and titles.
Additional Points:
Quorum: Ensure the resolution reflects that a minimum number of directors, as defined by the company's constitution, were present to form a quorum for the meeting.
Company Constitution: The resolution should comply with any specific requirements outlined in the company's constitution regarding property purchases.
Record Keeping: The resolution becomes part of the company's official records and should be maintained securely.
What is a board resolution for asset purchase?
A board resolution for an asset purchase in Singapore serves a similar purpose to a property purchase resolution, but focuses on acquiring assets other than real estate. Here's a breakdown of the key elements:
Content of the Resolution:
Company Details: Name of the company and its registration number.
Date of Meeting: Date the board meeting took place where the purchase was authorized.
Resolution Title: Clearly state the purpose, e.g., "Resolution Authorizing the Purchase of Assets."
Background: Briefly explain the rationale for acquiring the assets and how they benefit the company.
Asset Description:
Provide a detailed description of the assets being purchased (e.g., machinery, equipment, intellectual property).
Include any relevant identification details (serial numbers, patents, etc.).
Purchase Terms:
Purchase price for the assets.
Funding source (company funds, loan, etc.).
Any contingencies or conditions related to the purchase.
Authorization: Clearly state the board's authorization to proceed with the asset purchase under the outlined terms.
Signatories: Signatures of directors who voted in favor of the resolution, along with their printed names and titles.
Additional Points:
Quorum: Ensure the resolution reflects that a minimum number of directors, as defined by the company's constitution, were present to form a quorum for the meeting.
Company Constitution: The resolution should comply with any specific requirements outlined in the company's constitution regarding asset purchases.
Record Keeping: The resolution becomes part of the company's official records and should be maintained securely.
Sample Board Resolution for Purchase of Property in Singapore
[Company Name] Limited
Directors' Resolution
Resolution Authorizing the Purchase of Property
At a meeting of the Board of Directors duly convened and held at [Meeting Location] on [Date of Meeting], there were present the following Directors:
[Director Name 1], [Director Title 1] (NRIC: [NRIC Number 1])
[Director Name 2], [Director Title 2] (NRIC: [NRIC Number 2])
[Director Name 3] (Optional), [Director Title 3] (Optional) (NRIC: [NRIC Number 3] (Optional))
[Director Name 1] (Chairman)Â was elected Chairman of the meeting.
WHEREAS, [Company Name] Limited (the "Company") requires [Briefly explain the reason for acquiring the property, aligning with the company's business needs].
WHEREAS, the Board of Directors has considered the acquisition of the property located at [Full Address of Property].
NOW, THEREFORE, BE IT RESOLVEDÂ that the following be and are hereby approved and authorized:
The Purchase of the Property:Â The Company shall proceed with the purchase of the property located at [Full Address of Property], described as [Brief Description of Property (type, size, etc.)], with a [Freehold/Leasehold] interest (Leasehold term: [Number] years, if applicable).
Purchase Price:Â The purchase price for the property shall be [SGD] [Amount in Numbers], payable by [Source of Funds (company funds, loan, etc.)].
Authorization to Execute Documents:Â [Director Name(s) and Title(s)] are hereby authorized to execute, for and on behalf of the Company, all necessary documents in connection with the purchase of the property, including but not limited to the Purchase Agreement and any related agreements.
Further Acts:Â [Director Name(s) and Title(s)] are further authorized to take all necessary actions to complete the purchase of the property on the terms and conditions approved by the Board.
RESOLVED FURTHER, that any actions taken by the aforementioned directors prior to the date of this resolution, which are within the scope of the authority conferred herein, are hereby ratified, confirmed, and approved as the acts and deeds of the Company.
A vote was taken on the foregoing resolutions and the resolutions were unanimously CARRIED.
[Director Name 1]
Chairman
[Director Name 2]
Director
[Director Name 3] (Optional)
Director (Optional)
[Company Secretary Name]
Company Secretary
Note:Â This is a sample resolution and should be adapted to your specific circumstances.
How Bestar can Help
Directors' Resolutions Authorising Purchase of Property
Here's what Bestar is able to assist with directors' resolutions for property purchases in Singapore:
Drafting and Reviewing Resolutions: Bestar can ensure the resolution adheres to legal requirements and your company's constitution.
Providing Legal Advice: We can advise on specific clauses, potential risks, and compliance with relevant Singaporean laws.
Guiding Through the Process: We can guide the board through the resolution process and ensure proper procedures are followed.
Secretarial Services: We assist with the meeting logistics, recording minutes, and ensuring proper documentation.
Liaison with Authorities: We might liaise with relevant authorities (e.g., Accounting and Corporate Regulatory Authority (ACRA)) on your behalf.
To find out exactly how Bestar can help:
Visit our website: Look for information on our services related to company resolutions or property purchases.
Contact us: Call or email Bestar to inquire about our specific services for directors' resolutions on property purchases.
It's always best to consult with a qualified professional to ensure you receive the most accurate and up-to-date information.