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Corporate Resolutions and Resolution Forms

Select from hundreds of corporate resolutions forms and minutes. Download in Word format. Free previews are available. Notices of Meetings are also included.

Why You Need Resolutions to Run Your Company

Introduction

Corporate resolutions are essential for running the business operations of a corporation. Resolutions are the means by which the decisions of the board of directors or shareholders are put into action. The corporate resolutions document the formal authority of the board or shareholders for the actions necessary to running the corporation. US Legal Forms offers state-specific corporate resolutions for your corporation or LLC to meet all of your business needs. A free sample of our corporate resolutions forms are also available to preview before downloading corporate resolutions.

What is a Corporate Resolution?

Corporate resolutions are the written records of authorized actions or decisions made by a corporation's shareholders and/or board of directors (or members in the case of an LLC) on behalf of the corporation. Company resolutions deal with major business decisions, rather than ordinary day-to-day business matters. The governing documents of a corporation, such as the articles of incorporation and bylaws, specify the procedures for voting on important corporate matters. In some cases, a vote of the board of directors or shareholders is required in order to authorize certain acts and financial transactions to be conducted by the corporation. Therefore, a shareholder, manager, officer, or director of the corporation will present a corporate resolution to the board of directors for the board to vote on. After a vote is held and the board passes a corporate resolution, it is the formal declaration of the corporation's authority to carry out the corporate resolution that was voted on. Maintaining proper corporate records includes keeping proper minutes and copies of the corporate resolutions in order to validate the important acts and decisions taken on behalf of the corporation. US Legal Forms has corporate resolution business forms available for all states and a free preview of a sample resolution can be viewed before downloading.

Resolutions are created for a wide variety of reasons. In some cases, they are required by third parties as proof of corporate authorization to act. For example, a financial company or realtor may require a board resolution or LLC resolution in order to sell corporate real estate. The following are some of the most popular matters dealt with in a corporate resolution sample:

  • Selling, buying, and leasing property.
  • Borrowing and lending capital or making financial investments.
  • Issuing additional stock.
  • Amending the articles of incorporation.
  • Hiring and terminating officer, director, and key employee positions.
  • Making changes to the corporate bylaws and rules.

Conclusion

A corporation resolution or LLC resolution is one of the vital business forms for a corporation to maintain in the corporate records and minutes. A company resolution is required as part of proper corporate procedures, according to the articles of incorporation and corporate bylaws. US Legal Forms allows you to preview a free sample resolution and choose from a vast selection of resolution sample forms, professionally drafted by attorneys. Any resolution corporation business may require is available on US Legal Forms, along with thousands of other corporate business forms and packages.

Corporate Resolutions FAQs

What is a corporate resolution?

Corporate resolutions are crucial to protect shareholders and well-being of corporate interests. Company resolutions are formal declarations of a decision by a board of directors. The board of directors is empowered through the corporate bylaws of the corporation, or LLC resolution in the case of he limited liability company, to take certain acts on behalf of the company. Should these acts ever be disputed, the written record of the corporation resolution can be introduced as evidence of the authority supporting the act. US Legal Forms has hundreds of state-particular, professional business forms and sample resolution and board resolution forms to meet all of your business form needs.

How does a board of directors make decisions?

Major corporate decisions, such as declaring a dividend or issuing shares of stock, are made by the board of directors or shareholders at a meeting. Resolutions are often used to record changes in the organization's policies, structure, or management. A motion is made and then voting is conducted according to the bylaws, and if passed, the resolution is recorded in the corporate minutes and the resolution itself is recorded in the corporate record book or minute book. Corporation resolutions are important records of the action taken on behalf of the corporation.

How long should corporate resolutions be kept?

The resolutions and minutes of the corporation are generally recommended to be kept at least six years. The corporate record book or minute book may be inspected by a shareholder who challenges a corporate action. Therefore, the recorded resolution form can serve as crucial evidence of the legitimacy of the action.

What matters do corporation resolutions address?

A sample of a resolution may be used to deal with numerous corporate and financial matters, such as some of the following popular topics:

  • Resignation of a officer of the corporation.
  • Declaration of a dividend to shareholders.
  • Issuing new shares of stock.
  • Make a large financial commitment to purchase an asset.
  • Merger with another company.
  • Take out a company loan.
  • Hiring a new officer.

Proper record keeping is important to protect the corporation's best interests and your board of directors and shareholders.

How is a corporation resolution passed?

The governing documents, such as the articles of incorporation and by-laws, will define the procedures and votes needed to pass a resolution. In some cases, the resolution must be passed by the board, in other cases it must be passed by the shareholders, and in others, it must be passed by both. After passage, a resolution sample form should be completed and filed wherever resolution corporation matters are kept. US Legal Forms offers professionally drafted sample resolutions for all your corporation and LLC needs.


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