本范文提供董事授权委托书的专业模板及写作指南，涵盖格式、内容要点、注意事项等，助您撰写规范、准确的授权委托书。适用于各种商业场合，确保委托过程透明、合法。

Introduction:

The board of directors authorization letter, also known as a proxy letter, is a legal document used to grant someone the authority to act on behalf of a director in certain corporate matters. This letter is essential when a director is unable to attend a board meeting or needs to delegate specific responsibilities. Below is a detailed English template for a board of directors authorization letter, along with a guide on how to write one effectively.

Board of Directors Authorization Letter Template

[Your Company Letterhead]

[Date]

To Whom It May Concern,

I, [Director's Full Name], being a director of [Company Name], hereby authorize and appoint [Proxy's Full Name] as my proxy to act on my behalf at the upcoming [board meeting name] scheduled for [date and time] at [location].

Authorization Details:

1、Scope of Authority:

- [Director's Full Name] hereby authorizes [Proxy's Full Name] to vote on all matters brought before the board of directors during the aforementioned meeting.

- [Proxy's Full Name] is authorized to make decisions and cast votes on my behalf in accordance with my instructions or, in the absence of specific instructions, in [Proxy's Full Name]'s sole discretion.

2、Confidentiality:

[Proxy's Full Name] agrees to maintain the confidentiality of all information disclosed during the meeting and to comply with all applicable laws and regulations.

3、Revocation of Proxy:

This proxy is effective until the conclusion of the aforementioned meeting or until such time as it is revoked by [Director's Full Name] in writing.

Instructions to Proxy:

- [Director's Full Name] requests that [Proxy's Full Name] vote as follows on the following matters:

- [List of matters and desired votes]

- [Director's Full Name] reserves the right to change or withdraw these instructions at any time prior to the conclusion of the meeting.

Acknowledgment:

Please acknowledge receipt of this authorization letter by signing below and returning it to [Director's Full Name] at [address] or by email to [email address].

[Proxy's Full Name]

[Proxy's Signature]

[Date]

[Director's Full Name]

[Director's Signature]

[Date]

How to Write a Board of Directors Authorization Letter:

1、Start with a Formal Introduction:

Begin the letter with a formal introduction that includes the date, the company's letterhead, and the recipient's details.

2、Identify the Director and Proxy:

Clearly state the full names of the director granting the proxy and the person to whom the proxy is granted.

3、Specify the Scope of Authority:

Clearly define the scope of the proxy's authority, including the ability to vote on specific matters and the level of discretion the proxy has.

4、Include Confidentiality Clauses:

Ensure that the proxy understands the importance of maintaining confidentiality and agrees to comply with legal and regulatory requirements.

5、Revocation Clause:

Include a clause that allows the director to revoke the proxy at any time.

6、Provide Instructions to the Proxy:

If there are specific instructions or preferences regarding how the proxy should vote, include them in the letter.

7、Acknowledgment Section:

Request the proxy to acknowledge receipt of the authorization letter and provide instructions on how to return the signed document.

8、Signatures and Dates:

Ensure that both the director and the proxy sign the letter and include the date of signing.

Conclusion:

A well-written board of directors authorization letter is crucial for ensuring that corporate decisions are made effectively and legally. By following the template and guide provided above, directors can create a clear and comprehensive proxy letter that accurately reflects their intentions and the scope of authority granted to the proxy.