Write the following clearly.
1. Meeting time
2. Meeting place
3. The number of shareholders or directors present at the meeting, indicating that they are in compliance with the articles of association (e.g. 2/3 majority, etc.). ).
4. The voting result is usually consistent.
5. Signature of each shareholder or director
Stamp with official seal
7. Signing time.
The following is a template:
Resolution of shareholders' meeting
Date: 2006 1 1 month15th.
Venue: meeting room of our company
Moderator: Yang
Shareholders present at the meeting: Yang, Yang.
According to the Company Law, the Regulations on the Administration of Company Registration and the Articles of Association, the Company telephoned all shareholders on June/KOOC-0/65438+/KOOC-0/October/KOOC-0/day, 2006/KOOC-0/65438+/KOOC. Two shareholders attended the meeting on behalf of the enterprise.
1. It is agreed to apply for a working capital loan from Quanzhou City Commercial Bank Sub-branch with 9993.5 square meters of state-owned land use right of Huian Industry and Trade Co., Ltd. located in Tuzhai Town Industrial Zone, Hui 'an County as collateral.1000000 yuan. Loans should be used exclusively for purchasing raw and auxiliary materials urgently needed for production, and shall not be used for other purposes.
Two. This resolution shall come into effect as of the date of signing on June 5438 +065438+10/October 55438+May 5, 2006.
Signature of all shareholders:
November 15th, 2006
Does the bank loan need a resolution of the shareholders' meeting?
Yes, the company's loan is a major issue, which requires a general meeting of shareholders to make a resolution, and it is agreed that the resolution of the general meeting of shareholders will be agreed in writing in the future.
Legal basis:
"General Principles of Loans" Article 74 Where an enterprise borrows a loan without authorization or in disguised form, the People's Bank of China shall confiscate the interest that the lender has obtained or agreed to obtain, and impose a fine equivalent to the bank loan interest on the borrower.
What proportion of the shareholders' meeting resolution is required for the company to borrow from the bank?
It must be agreed by more than two-thirds of the shareholders, almost 67%.
Legal basis:
Article 44 The mode of discussion and voting procedures of the shareholders' meeting in the Company Law of People's Republic of China (PRC) shall be stipulated in the articles of association, unless otherwise stipulated in this Law. The shareholders' meeting shall make resolutions on amending the Articles of Association, increasing or decreasing the registered capital, and on the merger, division, dissolution or change of corporate form of the company, which must be approved by shareholders representing more than two thirds of the voting rights.
Does the company need to provide a resolution of the shareholders' meeting before lending to the bank? Ask someone with legal knowledge to help.
Need. When an enterprise borrows money from a bank, it is of course necessary to hold a shareholders' meeting. Any behavior that leads to corporate debt is not decided by a company leader alone. Corporate lending is a major problem. If the vast majority of shareholders do not agree with the loan behavior, the loan agreement signed privately with the bank may be deemed invalid.
Legal analysis
The company's loan is a major issue, and it is necessary to convene a general meeting of shareholders to make a resolution, and it is agreed to make a written agreement on the resolution of the general meeting of shareholders in the future.
The shareholders' meeting shall exercise the following functions and powers:
1. Decide the company's business policy and investment plan (directional guidance);
2. Elect and replace directors and supervisors who are not employee representatives, and decide on the remuneration of directors and supervisors;
3. Review and approve the report of the board of directors;
4. Review and approve the report of the board of supervisors or supervisors;
5. Review and approve the company's annual financial budget plan and final accounts plan;
6. To review and approve the company's profit distribution plan and loss recovery plan;
7. To make resolutions on increasing or decreasing the registered capital of the company;
8. Make resolutions on the issuance of corporate bonds;
9. To make resolutions on the merger, division, dissolution, liquidation or change of corporate form of the company;
10. Modify the Articles of Association;
1 1. Other functions and powers stipulated in the Articles of Association.
According to the relevant laws and regulations, the directors and managers of the company shall not lend the company's assets to others without authorization, unless otherwise specified in the articles of association or approved by the shareholders' (general meeting). For a limited liability company, it needs to be approved by shareholders representing 1/2 or more voting rights; For a joint stock limited company, it needs to be approved by more than half of the voting rights held by shareholders present at the meeting. This is the general resolution of the shareholders' meeting. An enterprise loan contract violates relevant financial laws and regulations and is invalid.
legal ground
Provisions of the Supreme People on Several Issues Concerning the Application of Laws in the Trial of Private Lending Cases Article 11 A legal person or an unincorporated organization raises funds from employees in the form of loans for the production and operation of its own unit, and there are no circumstances stipulated in Articles 144, 146, 153 and 154 of the Civil Code and Article 13 of these Provisions. If the parties claim that the private lending contract is valid, the people should support it.
So much for the introduction of the resolutions of the shareholders' meeting on applying for loans.