Free Law Firm Board Resolution Approving Rights Offering Template

Law Firm Board Resolution Approving Rights Offering

[Month Day, Year]

Resolution No.: [Insert Resolution Number]

WHEREAS, it is deemed necessary and in the best interest of [Your Company Name] (the "Firm") to raise additional capital for the purposes of [state the specific purpose];

WHEREAS, the Board of Directors of the Firm (the "Board") has duly considered various options for raising capital, and after careful deliberation, has determined that a rights offering is the most suitable method;

WHEREAS, a rights offering involves the issuance of rights to existing shareholders, allowing them to purchase additional shares of the Firm at a predetermined price and ratio;

WHEREAS, the Board has reviewed the terms and conditions of the proposed rights offering, including the number of rights to be issued, the subscription price, the expiration date of the rights, and other pertinent details;

NOW, THEREFORE, BE IT RESOLVED, that the Board hereby approves and authorizes the implementation of a rights offering in accordance with the following terms:

Issuance of Rights: The Firm shall issue rights to its existing shareholders in proportion to their current shareholdings, subject to the terms and conditions set forth in the offering documents.
Subscription Price: The subscription price per share shall be determined by the Board in accordance with applicable laws and regulations.
Expiration Date: The rights shall expire on [Month, Day, Year], after which they shall be null and void.
Offering Period: The offering period shall commence on [Month, Day, Year] and conclude on [Month, Day, Year], unless extended or terminated by the Board.
Use of Proceeds: The proceeds from the rights offering shall be utilized for the purposes specified by the Board, including but not limited to [state the specific purposes].
Appointment of Subscription Agent: The Board hereby appoints [name of the subscription agent], or such other entity as may be determined by the Board, as the subscription agent for the rights offering.
Approval of Offering Documents: The Board authorizes [appropriate officers or individuals] to prepare and execute all necessary offering documents, including but not limited to the prospectus, subscription agreements, and related materials, and to take all actions necessary to effectuate the rights offering.

OTHER ACTS: The officers of the Firm are hereby authorized and directed to take any and all actions necessary or desirable to carry out the terms of this resolution.

RESOLVED FURTHER, that all actions heretofore taken by the officers of the Firm in connection with the rights offering, including the negotiation and execution of any agreements or documents, are hereby ratified and confirmed.

FURTHER RESOLVED, that the officers of the Firm are hereby authorized and directed to execute and deliver any and all agreements, certificates, or other documents and to take any and all actions necessary or appropriate to carry out the purposes of this resolution.

FURTHER RESOLVED, that the Board hereby delegates to [name of appropriate officer or officers] the authority to make any amendments or modifications to the terms of the rights offering, including the subscription price and offering period, as may be necessary or advisable to comply with applicable laws and regulations or to address market conditions.

FURTHER RESOLVED, that this resolution shall be effective immediately upon adoption.

IN WITNESS WHEREOF, the undersigned, being all of the directors of [Your Company Name], have executed this resolution as of the date first above written.

[Name of Director]