Shareholder Resolution Template

Corporation Name: [Corporation Name]
State/Country of Incorporation: [State/Country]
Principal Office Address: [Address]

Date of Resolution: [Date]
Method: ☐ Shareholder meeting ☐ Written consent

1. Authority and Meeting/Consent

1.1 The shareholders of [Corporation Name] (the “Corporation”) adopt this resolution in accordance with the Corporation’s bylaws and applicable law.
1.2 Quorum: ☐ Present ☐ Not required (written consent).

2. Shareholders and Voting

2.1 Total Outstanding Shares (Optional): [Number]
2.2 Shares Represented: [Number]
2.3 Shareholders Present/Consenting:

• [Shareholder Name 1] – Shares/Votes: [__]

• [Shareholder Name 2] – Shares/Votes: [__]

• [Shareholder Name 3] – Shares/Votes: [__]

2.4 Vote Threshold Required: ☐ Majority ☐ Supermajority ☐ Unanimous ☐ Other: [Threshold]

3. Resolution

3.1 Resolution Title: [Example: “Resolution to Approve Amendment to Articles of Incorporation”]
3.2 Resolved, that:
[Insert the action being approved, e.g., “the shareholders hereby approve the merger of the Corporation with [Entity Name] pursuant to the Merger Agreement dated [Date], and authorize the officers and directors to take all actions necessary to complete the transaction.”]

3.3 Conditions (Optional): [Any conditions or effective date].
3.4 Authorization (Optional). The officers are authorized to execute documents and filings required to carry out this resolution.

4. Adoption and Certification

4.1 This resolution was adopted on the date stated above by:
☐ Unanimous vote ☐ Majority vote ☐ Written consent

4.2 The undersigned certifies that this resolution is a true and correct record and remains in effect unless revoked.

Signatures

Shareholder #1: [Name]
Date: [Date]
Signature: ___________________________

Shareholder #2: [Name]
Date: [Date]
Signature: ___________________________

Shareholder #3 (Optional): [Name]
Date: [Date]
Signature: ___________________________

Corporate Secretary/Authorized Officer (Optional Certification): [Name]
Title: [Title]
Date: [Date]
Signature: ___________________________

Witnesses (If Required)

Witness Name: [Name]
Date: [Date]
Signature: ___________________________

Notary / Notarization (Optional)

State of [State]
County of [County]

On [Date], before me, [Notary Name], personally appeared [Shareholder Name(s)], known to me (or satisfactorily proven) to be the person(s) whose name(s) are subscribed to this Resolution, and acknowledged that they executed it for the purposes stated.

Notary Public Signature: _______________________
My Commission Expires: _______________________
Notary Seal (if applicable): ___________________