Legal Opinion on Board Resolution A/C: Company 1.

Mr. Z

Address….

Dear Sirs,

RE:     Legal Opinion on Board Resolution A/C: COMPANY 1.

We refer to your letter dated 03 April 2007 on the same subject.

From perusal of your letter it appears that BANK 1 (“BANK 1”) is holding a resolution of the Board of Directors dated 23 June 2005 of COMPANY 1 (“COMPANY 1”) acknowledging the acceptance of BANK 1’s Facility Offer Letter of no. FOL003 dated 08 January 2005 (“FOL003”) and authorising any two directors of COMPANY 1 to sign the acceptance of the FOL003.

Now BANK 1 has issued another Facility Offer Letter no. FOL004 dated 27 March 2007.

Since, the last Board Resolution Dated 23 June 2005 of COMPANY 1 was made specific to FOL003, BANK 1 have requested COMPANY 1 to provide BANK 1 with a new board resolution for FOL004. But, COMPANY 1 is of the opinion that their last Board Resolution Dated 23 June 2005, along with their previous Board Resolution dated 23 August 2001 authorising certain personnel to operate its bank account with BANK 1, are enough to confirm the acceptance of FOL004 by the signatories who are authorised to operate bank accounts with BANK 1.

Now you seek our legal opinion on the following:

a)      Whether COMPANY 1’s board resolution dated 23 June 2005 legally authorises its present signatories to sign BANK 1’s new FOL004, subsequent amendments and related security documents.

b)      Whether the board resolution dated 23 June 2005 also authorises the account signatories to sign the new FOL004 and subsequent Amendments and related security documents.

OUR OPINION:

We have perused the Board Resolution dated 23 June 2005 of COMPANY 1.

COMPANY 1’s board resolution dated 23 June 2005 is not a not a general blanket authorisation to the signatories to sign all facility offer letters, it only authorised the signatories to sign the old FOL003.

Therefore, it is our opinion that BANK 1 should ask COMPANY 1 to provide BANK 1 with a fresh new board resolution approving FOL004 dated 27 March 2007 and authorising signatories to sign the acceptance of the FOL004 on behalf of COMPANY 1.

If you have any further query, please do not hesitate to contact the undersigned.

Thanking you.

Yours faithfully,

For: “The Lawyers & Jurists”

Disclaimer:

The information contains in this web-site is prepared for educational purpose. This site may be used by the students, faculties, independent learners and the learned advocates of all over the world. Researchers all over the world have the access to upload their writes up in this site. In consideration of the people’s participation in the Web Page, the individual, group, organization, business, spectator, or other, does hereby release and forever discharge the Lawyers & Jurists, and its officers, board, and employees, jointly and severally from any and all actions, causes of actions, claims and demands for, upon or by reason of any damage, loss or injury, which hereafter may be sustained by participating their work in the Web Page. This release extends and applies to, and also covers and includes, all unknown, unforeseen, unanticipated and unsuspected injuries, damages, loss and liability and the consequences thereof, as well as those now disclosed and known to exist.  The provisions of any state’s law providing substance that releases shall not extend to claims, demands, injuries, or damages which are known or unsuspected to exist at this time, to the person executing such release, are hereby expressly waived. However the Lawyers & Jurists makes no warranty expressed or implied or assumes any legal liability or responsibility for the accuracy, completeness or usefulness of any information, apparatus, product or process disclosed or represents that its use would not infringe privately owned rights. Reference herein to any specific commercial product process or service by trade name, trade mark, manufacturer or otherwise, does not necessarily constitute or imply its endorsement, recommendation or favouring by the Lawyers & Jurists. The views and opinions of the authors expressed in the Web site do not necessarily state or reflect those of the Lawyers & Jurists. Above all, if there is any complaint drop by any independent user to the admin for any contents of this site, the Lawyers & Jurists would remove this immediately from its site.