Director Independence Confirmation
A simple board resolution for the confirmation of independence of a director of a company in England and Wales. To be inserted in the general board resolution template provided by GitLaw.
Insert the following resolution into the basic GitLaw board written resolution template and number accordingly.
Confirmation of Director Independence
IT IS RESOLVED THAT:
Independence assessment
The board has considered the circumstances, interests, relationships and other relevant factors relating to [director name] in accordance with applicable law, the Company’s Articles and any relevant governance standards or policies.
Confirmation of independence
The board hereby confirms that [director name] is considered to be independent of the Company for the purposes of [reason for independence requirement], and that no relationships or circumstances exist which are likely to affect, or could reasonably be perceived to affect, their independent judgement.
Ongoing review
The board notes that the independence of [director name] shall be kept under review and reconsidered if any relevant circumstances change.
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England & Wales note
This version is drafted for England & Wales. Scotland and Northern Ireland differ on some points — for example notice periods and tribunal procedure. Tell GitLaw where you hire and it adjusts the draft.
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