Corporate resolution form

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How to create a Corporate resolution form?

A corporate resolution form, also known as a board resolution or a shareholder resolution, is a formal document used by a corporation's board of directors or shareholders to record and document significant decisions or actions taken by the company. These resolutions serve as a way to establish the company's official decisions and actions, ensuring transparency and legal compliance. Corporate resolution forms are used to document various matters that require official approval within a corporation.

Here are some common scenarios in which corporate resolution forms are used:

  • Appointing Officers: When a corporation hires or appoints officers such as CEOs, CFOs, and other executive positions, a resolution is often passed to formally approve these appointments.
  • Opening Bank Accounts: To open a corporate bank account, a resolution may be required to authorize specific individuals to manage and access the account.
  • Entering Contracts: Significant contracts, agreements, or transactions may require approval through a resolution before they can be executed.
  • Borrowing or Lending Funds: When a corporation seeks to borrow funds or lend funds to another entity, a resolution can outline the terms and conditions of the loan or credit.
  • Approving Budgets: Resolutions can be used to approve annual budgets, financial plans, and capital expenditure projects.
  • Mergers and Acquisitions: Major business decisions like mergers, acquisitions, or divestitures typically involve passing resolutions to approve the transaction.
  • Amending Bylaws: Changes to a corporation's bylaws may require a resolution to be passed, indicating the agreement of the board or shareholders.
  • Dissolution or Liquidation: If the company decides to dissolve or liquidate its assets, a resolution is needed to formalize this decision.

A typical corporate resolution form includes essential elements such as the name of the corporation, date of the resolution, details of the decision being made, names and titles of the individuals authorizing the resolution, signatures, and often the corporate seal. The form may need to be notarized or witnessed, depending on legal requirements.

Corporate resolution form

I, the undersigned, hereby certify to {{Bank}} that I am Secretary of _______________________ (“Corporation”), located in ___________________, and that I have been duly elected and am presently serving in that capacity. I further certify that the following resolutions have been duly adopted by the Board of Directors, or other governing body, of the Corporation and such resolutions are in full force and effect as of the date hereof and have not been revoked or rescinded as of this date:

1. The First National Bank of Omaha Commercial Card Agreement (“Agreement”) is approved.
2. The official(s) designated below (“Authorized Official(s)”) is/are duly elected and holding the office shown, authorized to borrow money on behalf and in the name of the Corporation, execute any notes, drafts, agreements and other documents and instruments, pledge and encumber property of the Corporation (including, without limitation, bank accounts), and name the individuals at the Corporation who shall be authorized to instruct Bank of to issue credit cards to one or more employees of the Corporation, and the signatures below are the genuine signatures of such persons.

Corporate resolutions are crucial for maintaining proper corporate governance and complying with legal regulations. They are documented in the corporation's records and minutes of meetings, demonstrating the legitimacy of decisions made by the board of directors or shareholders.

Download this sample Corporate resolution form template and use it to your advantage.

Nothing on this site shall be considered legal advice and no attorney-client relationship is established.

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