(1) A written resolution is passed when all eligible members have signified their agreement to it. (b) must be authenticated by the member or by someone acting on the member's behalf.
The board resolution is a formal document used to track details of an organization's specific decision including who voted, and their role. The board resolution is a legally binding record and is sometimes included in the board meeting minutes.
The resolution is approved when the majority of the board members vote “yes.” Provide a section for the board president's signature. The resolution is not complete without the board president's signature and the date they signed it. Some boards provide room for all the board's officers to sign resolutions.
The Board Resolution is duly signed by the directors present in the meeting. There is no requirement that a Board Resolution be notarized. However, when Board Resolutions are used as evidence in court trials, notarization gives more credence to the document.
A board resolution is passed after gaining approval by a majority of board members with voting rights. Your organization's governing documents will determine the votes necessary to approve a resolution formally.
A resolution in writing signed by each director member will be effective as long as the constitutional documents do not preclude this approach, however we advise that the articles are drafted to expressly permit this type of decision-making.
Chairperson of the board: The board chair will sign the resolution to affirm that the board approved it. Corporate secretary: The secretary will sign the resolution to attest that it's been adopted and recorded in the board meeting minutes.
When a board resolution is passed by a simple majority, it is called an ordinary resolution. Votes cast in favor are more than the ones against. A resolution with a majority of just over 50% of the quorum is considered passed. For example, 6 'yes' votes out of 10 are considered a majority.
Examples of corporate resolutions include the adoption of new bylaws, the approval of changes in the board members, determining what board members have access to certain finances, such as bank accounts, deciding upon mergers and acquisitions, and deciding executive compensation.
What should corporate resolutions include? Your corporation's name. Date, time and location of meeting. Statement of unanimous approval of resolution. Confirmation that the resolution was adopted at a regularly called meeting. Resolution. Statement authorizing officers to carry out the resolution.