Board minutes: share purchase target

Board minutes: share purchase target

Minutes of a meeting of the board of directors of a target company in a share purchase transaction

Background

The closing of a transaction for the purchase of a private limited company will require a board meeting of the target company at which certain matters are approved.

These matters include:

• the approval of the transfer of the shares acquired by the buyer
• the resignation of the directors appointed by the seller and the appointment of new directors by the buyer
• the resignation of the existing auditors of the target company
• the change of the registered office address of the target company
• the change of the accounting reference date of the target company
• the appointment of new bankers to the target company
• the approval of any documents entered into by the target company as part of the transaction

About these Board minutes

These minutes are for a meeting of the board of directors of a target company at which matters relating to the sale and purchase of the target company’s shares will be approved.

Document features

Features include:

• Declaration of director’s interest (if applicable)
• Resolutions
  • to approve the transfer of shares acquired by the buyer
  • to accept the resignation of the directors appointed by the seller and the appointment of new directors
  • to approve the resignation of the existing auditors of the target company
  • to approve the new registered office address of the target company
  • to change the accounting reference date of the target company
  • to appoint new bankers for the target company
  • to approve documents entered into by the target company as part of the transaction
  • to make Companies House filings

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