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Corporate Resolution
Formally document corporate decisions with this Corporate Resolution Template.
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CORPORATE RESOLUTION TEMPLATE
[Company Name]
Board of Directors Resolution
Date: [Date]
Location: [Meeting Location or “Virtual Meeting”]
1. Resolution Title
[Example: “Resolution to Authorize Opening a Business Bank Account”]
2. Introduction
A meeting of the Board of Directors of [Company Name], a corporation 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 corporation’s bylaws.
3. Attendance
The following directors were present:
[Director Name 1]
[Director Name 2]
[Director Name 3]
☐ A quorum was present.
4. Resolution
It was resolved that:
[Clearly state the resolution, e.g.:
“Resolved, that the Board of Directors hereby authorizes the corporation to enter into a loan agreement with [Bank Name] in the amount of $[Amount], and authorizes [Full Name, Title] to act as signatory on behalf of the corporation.”]
5. Supporting Details (Optional)
[Add relevant background information or justifications — e.g., financial considerations, necessity of action, or strategic importance.]
6. Voting Outcome
The resolution was:
☐ Adopted unanimously
☐ Adopted by majority vote (Votes: [X] Yes, [Y] No, [Z] Abstained)
☐ Not adopted
7. Certification
I, the undersigned, hereby 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resolution duly adopted by the Board of Directors of [Company Name], and that said resolution has not been modified or rescinded and remains in full force and effect.
[Name of Secretary or Authorized Officer]
Title: [Corporate Secretary / Officer]
Date: [Date]
Signature: __________________________
(Optional Attachments: Exhibit A – Supporting Documents, Meeting Minutes)
Details
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Corporate Resolution
CORPORATE RESOLUTION FAQ
What is a Corporate Resolution?
A Corporate Resolution is an official written record of decisions made by a corporation’s board of directors. It provides legal recognition of actions such as entering contracts, appointing officers, authorizing loans, or approving mergers.
Why is a Corporate Resolution important?
It ensures compliance with corporate governance requirements, documents authorization of major actions, and provides transparency for shareholders, regulators, and courts. It also protects directors and officers by showing that decisions were made collectively and properly.
When should you use a Corporate Resolution?
Use a Corporate Resolution when approving significant transactions, financial decisions, structural changes, or policy adoptions. Common examples include opening bank accounts, issuing stock, or signing major contracts.
What should a Corporate Resolution include?
It should include the corporation’s name, date and location of the meeting, names of attending directors, the resolution text, voting results, and the secretary’s certification. Supporting documents may also be attached.
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