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Unlike LLCs, corporations are required to make resolutions. Therefore, they are used to preparing them when shareholders or the board of directors make decisions. Although an LLC is not required to make resolutions, there are many reasons for getting in the habit of maintaining resolutions.
A Corporate Resolution is a way of documenting a decision made by a Corporation's Board of Directors or Shareholders on behalf of the Corporation, or by Members on behalf of an LLC. The Corporation or LLC might decide to extend a loan to another business, or to vote another officer onto the Board.
Corporate resolution (also known as a board resolution) is a written legal document, issued by the board of directors of a corporation, documenting a binding decision made on behalf of the corporation.
In order to prepare and execute a certified board resolution, the secretary of the corporation should follow these procedures: Review the corporate by-laws. ... The chairperson will call the meeting to order. ... The chairperson will call for a vote on the issue before the board. The vote will be taken.
The articles of incorporation and corporate resolutions aren't the same. Articles of incorporation document establish the existence of a corporation, while a corporate resolution records the actions and decisions of a corporation's board of directors.
A corporate resolution is a written document created by the board of directors of a company detailing a binding corporate action. A corporate resolution is a legal document that provides the rules and framework for how the board can act under various circumstances.
Corporate resolutions do not have to be notarized. It becomes legally binding because of the parties' signatures, such as the board members or shareholders.
Such processes can be laid out in a corporate resolution form, usually known as the operating agreement. The agreement can also specify whether or not the decision-making is to be agreed upon by all members or a majority of members.