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Board Resolution Template – Washington
Use this template to link board approvals to the right document versions and internal owners with clear workflow sign-offs.
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Board Resolution Template
[Company Name]
Board of Directors Resolution
Date: [Date]
Location: [Meeting Location / “Virtual Meeting”]
1. Document Set Index
Module — Document Index Table
Document | Version/Date | Owner | Storage Reference | Access Granted To |
[Bank form/Agreement/Policy] | [Version/Date] | [Name/Role] | [Link/Folder] | [Board/Officers] |
[Attachment/Exhibit] | [Version/Date] | [Name/Role] | [Link/Folder] | [Board/Officers] |
2. Resolution Title
[Resolution Title]
3. Introduction and Quorum
A meeting of the Board of Directors of [Company Name], a company organized and existing under the laws of [State/Country], was held on the above date. The meeting was duly called and held in accordance with the Company’s governing documents.
Directors present:
[Director Name 1]
[Director Name 2]
[Director Name 3]
☐ A quorum was present
4. Resolution
RESOLVED, that the Board approves [Describe the action/approval]. The Board further authorizes [Full Name, Title] to execute, deliver, and perform documents and actions reasonably necessary to implement this approval.
5. Supporting Details
[Supporting details / background / impact].
6. Voting Outcome
The resolution was:
☐ Adopted unanimously
☐ Adopted by majority vote (Votes: [X] Yes, [Y] No, [Z] Abstained)
☐ Not adopted
7. Certification and Approvals
I, the undersigned, certify that the above is a true and correct copy of a resolution duly adopted by the Board of Directors of [Company Name] and that it has not been modified or rescinded and remains in effect.
Certified by:
Name: [Name]
Title: [Corporate Secretary/Authorized Officer]
Date: [Date]
Signature: ______________________________
Approved by Case Owner [Optional]:
Name: [Name]
Title: [Title]
Date: [Date]
Signature: ______________________________
Reviewed by Compliance [Optional]:
Name: [Name]
Title: [Title]
Date: [Date]
Signature: ______________________________
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Easy-to-understand jargon
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Learn more about
Board Resolution Template – Washington
Click below for detailed info on the template.
For quick answers, scroll below to see the FAQ.
Click below for detailed info on the template.
For quick answers, scroll below to see the FAQ.
Washington Board Resolution Template FAQ
What is the purpose of a document index table in a Washington board resolution?
A document index table helps connect the resolution to the materials it approves or references, such as bank forms, contracts, policies, or exhibits. Instead of attaching everything without organization, the index lists each document, its version or date, who owns it internally, and where it is stored. This can reduce confusion when multiple versions exist and supports better governance recordkeeping. The index also helps the board and authorized officers find the correct approved document later without searching through unrelated files.
How can a document index help with internal controls?
Internal controls often depend on using the right document version and ensuring access is limited to appropriate roles. An index can show where the approved document is stored and who has access, which supports consistency across teams. It also makes it easier to prove what the board approved if there is later review. Because the index is modular, it can be used for high-impact approvals and omitted for simple decisions. This gives the company flexibility while still supporting robust recordkeeping when it matters.
Why include optional “case owner” and “compliance” sign-offs?
Some organizations route resolutions through internal reviewers before distributing them to third parties or implementing them operationally. A case owner sign-off can confirm that the resolution aligns with the underlying transaction or project, while a compliance review can confirm that the company’s internal process requirements were followed. These sign-offs are optional and do not replace the board’s approval; they are workflow controls. The template varies signature blocks by state to support different governance processes without changing the purpose of the resolution.
Should the resolution attach documents or just reference them?
Either approach can work. Attaching documents can be helpful when the board wants a complete record packet, while referencing documents by exhibit identifier and storage location can be more practical when documents are large or frequently updated. The document index table supports either strategy by providing a structured list of what is included or referenced. If documents are stored digitally, including a link or folder reference can improve retrieval later. The key is that the resolution record should make it clear what the board approved and how to locate the approved materials.
How should voting outcomes be recorded for clarity?
If the vote is unanimous, stating that plainly may be enough. If the resolution passes by majority, recording the count of yes, no, and abstentions creates a clearer record and reduces disputes about adoption. Some companies also keep a per-director record separately, but this template keeps the voting section concise. If a more detailed record is needed, the company can reference minutes or a vote table as an attachment. The goal is a clean governance record that can stand alone when provided to a third party.
Can AI Lawyer help standardize resolution packets for frequent approvals?
AI Lawyer can help teams generate board resolutions that include consistent core sections and optional modules like document indexes, vote tables, or authority mappings. This supports a repeatable “resolution packet” approach where each approval has a predictable structure and a clear set of references. Consistency makes it easier to store, retrieve, and provide resolutions to banks, investors, and counterparties. By using placeholders and modular blocks, the templates remain flexible for different decisions while keeping formatting and governance essentials consistent.
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