Form with which a corporation may resolve to authorize an officer or representative to file necessary official documents for a given purpose.
Form with which a corporation may resolve to authorize an officer or representative to file necessary official documents for a given purpose.
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.
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.
The Corporate Resolution Document Has Several Purposes. It can also be used when new officers, directors or members are being added to or replacing current owners. It is a prerequisite to a Certificate of Incumbency. Unless we have a signed and notarized copy we will not be able to prepare this legal document.
The law does not require an LLC Resolution to be notarized or witnessed by any third parties. In concept, there could be a requirement within a certain limited liability company which does require it – but that would be uncommon.
Must include the specific date and time when the board met to pass the resolution. Must authorize a specific person or persons by name and title. Must include the types of contracts and agreements the specific individual or individuals can execute on behalf of the corporation.
A resolution, on the other hand, describes one action taken by the board at a meeting, is prepared separately during the meeting, and is attested to by the secretary of the corporation before the president approves it.
State corporation statutes continue to authorize corporations to adopt and use corporate seals. But do you really need one for your company? In California and New York, the answer is clearly “no.”
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.