Skill

legalcode-board-resolution-drafter

Drafts board resolutions and unanimous written consents (UWCs) for common corporate actions: officer appointments and removals, equity issuances, stock option and warrant grants (ISO/NSO), equity incentive plan adoptions, financing approvals (debt facilities, convertible notes, SAFEs, preferred rounds), contract authorizations, dividend declarations, bank account authorizations, annual compliance resolutions, IP assignments, subsidiary formations, M&A preliminary approvals, and indemnification agreements. Covers recital/WHEREAS and RESOLVED structure, quorum, unanimous consent mechanics, Secretary certification, and corporate formality requirements under Delaware DGCL §141, UK Companies Act 2006, and MBCA. Deep coverage of IRC §409A FMV requirements for equity grants, Rule 701 securities law compliance, and §280G golden parachute analysis triggers. Jurisdiction-agnostic with deep DE/UK/general treatment. Use when a company needs a board resolution or written consent for any corporate governance action. Supports startup, growth-stage, and public company contexts.