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。
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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。