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Board Resolution

A formal board resolution document with quorum verification, RESOLVED clauses, and secretary certification.

Board Resolution

company_name

A Resolution of the Board of Directors


1. Meeting Information

A meeting of the Board of Directors (the "Board") of company_name (the "Company") was duly called and held on resolution_date (the "Meeting Date").

The meeting was called to order by the Chairperson of the Board at the designated time and place, or by means of remote communication technology as permitted by the Company's Bylaws and applicable law.

Written notice of the meeting was duly given to all directors in accordance with the Company's Bylaws, or such notice was duly waived by each director entitled to receive such notice.

2. Quorum

A quorum of the Board was present at the meeting, as required by the Company's Bylaws and the laws of the state of incorporation. The following directors were present and constituted a quorum:

[Director names to be listed]

The Secretary of the Company, or an acting secretary appointed for the meeting, was also present to record the minutes of the meeting.

In accordance with the Company's Bylaws, a quorum consists of a majority of the total number of directors then serving on the Board. The presence of the above-named directors satisfies this requirement.

3. Topic

The Chairperson presented to the Board the following matter for consideration and action: resolution_topic.

The Board received and reviewed all relevant materials, reports, and information pertaining to the matter. The Board discussed the matter thoroughly and considered the relevant facts, circumstances, and implications.

After full discussion and deliberation, the following resolutions were proposed, seconded, and put to a vote of the Board:

4. Resolutions

RESOLVED

RESOLVED, that the Board of Directors of company_name hereby approves and authorizes the following action: resolution_topic, on the terms and conditions presented to the Board at this meeting and as may be further documented in agreements or instruments to be executed on behalf of the Company.

FURTHER RESOLVED

FURTHER RESOLVED, that the officers of the Company, including the Chief Executive Officer, President, Chief Financial Officer, Secretary, and any other duly authorized officer, are hereby authorized and directed, acting singly or together, to take all actions and execute all documents, agreements, instruments, certificates, and filings as may be necessary or advisable to carry out the intent and purpose of the foregoing resolution, including but not limited to negotiating, executing, and delivering any contracts, certificates, applications, or governmental filings.

FURTHER RESOLVED

FURTHER RESOLVED, that any and all actions heretofore taken by any officer or director of the Company in connection with the matters set forth in the foregoing resolutions are hereby ratified, confirmed, and approved in all respects as the acts and deeds of the Company.

FURTHER RESOLVED

FURTHER RESOLVED, that the officers of the Company are authorized to expend such funds and incur such obligations as may be reasonably necessary to effectuate the purposes of the foregoing resolutions, subject to any budgetary limitations established by the Board.

FURTHER RESOLVED

FURTHER RESOLVED, that the Secretary of the Company is hereby directed to file a copy of these resolutions in the Company's minute book and to provide certified copies thereof to any person or entity requesting the same for legitimate business purposes.

5. Vote

The foregoing resolutions were put to a vote of the directors present and were adopted by the following vote:

In Favor: ___________

Against: ___________

Abstaining: ___________

The Chairperson declared the resolutions duly adopted by the required vote of the Board.

Each director who voted in favor of the resolutions confirmed that they had no conflict of interest with respect to the matters addressed in the resolutions, or if a conflict existed, such director disclosed the conflict and abstained from voting.

6. No Further Business

There being no further business to come before the Board, upon motion duly made, seconded, and unanimously carried, the meeting was adjourned.

7. Secretary Certification

I, the undersigned Secretary (or Acting Secretary) of company_name, hereby certify that:

(a) The foregoing is a true, correct, and complete copy of the resolutions adopted by the Board of Directors at a meeting duly called and held on resolution_date;

(b) A quorum of the Board was present throughout the meeting;

(c) The resolutions were duly proposed, seconded, and adopted by the required vote;

(d) The resolutions have not been amended, rescinded, or revoked and remain in full force and effect as of the date of this certification;

(e) The meeting was conducted in accordance with the Company's Bylaws and applicable law.


IN WITNESS WHEREOF, I have executed this certification as of the date set forth below.

Secretary

[Secretary Name]

[Electronic signature will be collected via zsign]

[Date will be recorded automatically]

Chairperson (Attestation)

[Chairperson Name]

[Electronic signature will be collected via zsign]

[Date will be recorded automatically]

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