Board Resolution With Secretary Certificate In Santa Clara

State:
Multi-State
County:
Santa Clara
Control #:
US-0031-CR
Format:
Word; 
Rich Text
Instant download

Description

Generic form with which a corporation may record resolutions of the board of directors or shareholders.


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FAQ

Certified board resolutions are essential for activities like opening financial accounts, authorizing representatives, or formalizing business decisions. These resolutions must follow corporate by-laws and include details such as the decision date, actions approved, and signatures of authorized parties.

A Board resolution merely certifies and documents a particular decision taken by the Board of Directors of a company. All the relevant decisions made by the Board are documented by the passing of the resolution for the same.

The title of the resolution must appropriately reflect the intent. Resolutions begin with "Whereas" statements, which provides the basic facts and reasons for the resolution, and conclude with "Resolved" statements which, identifies the specific proposal for the requestor's course of action.

Why is a board resolution required? Board resolutions formalize board decisions in writing and help to protect the board in case any of their actions or decisions are called into question by stakeholders or the courts.

“RESOLVED FURTHER THAT, any one of the above officials of the Company/Bank/Cooperative Society/Trust/legal entity, be and is hereby authorized to do all such acts, deeds, things, sign all such papers, documents, power of attorneys, indemnities, correspondence and to do and perform all such acts, deeds and things and ...

In most organisations, Board resolutions are typically required for actions with significant financial consequences; a change in procedures, or a change in governance authority. Board resolutions are important for an organisation to keep a record of these crucial decisions made by the Board of directors.

A Secretary's Certificate is a document with copies of certain documents, such as a company's certificate of incorporation and bylaws, which the secretary of the company certifies are true and correct copies. The receipt of a Secretary's Certificate is often a closing condition to a preferred stock financing.

A Board Resolution is only valid when: The meeting has been properly convened with prior intimation as per Company bylaws. The board properly holds the resolution and quorum is maintained. Duly certified and signed by the appointed chairperson.

A corporate resolution document does not need to be notarized, although if it involves other transactions then those might have to be notarized. Once the document has been signed off and dated by the chairperson, vice-chairperson, corporate treasurer, and secretary, it becomes a binding document.

How to write a board resolution Put the date and resolution number at the top. Give the resolution a title that relates to the decision. Use formal language. Continue writing out each critical statement. Wrap up the heart of the resolution in the last statement.

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Board Resolution With Secretary Certificate In Santa Clara