Kansas Minutes and Resolutions of the Board of Trustees of a Non-Profit Corporation Authorizing to the Refinancing of a Loan

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Description

Minutes are a permanent, formal, and detailed (although not verbatim) record of business transacted, and resolutions adopted, at a firm's official meetings such as board of directors of a corporation or members of a limited liability company. Once written up (or typed) in a minute book and approved at the next meeting, the minutes are accepted as a true representation of the proceedings they record and can be used as prima facie evidence in legal matters.

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FAQ

Board directors must fulfill their duty of loyalty by avoiding conflicts of interest and putting the interests of the nonprofit above their own. Having a conflict of interest policy is also a legal requirement under federal law and some state laws. A conflict of interest policy should contain certain elements.

It is not unusual or illegal for nonprofit board members to make a loan to their organizations for any number of reasons. Board members may lend money to a nonprofit to help it through a temporary cash crunch, start a new program that furthers the nonprofit's mission, or even fund capital improvements.

A conflict of interest occurs when a director, officer, key employee, or other person in a position to influence the nonprofit (an insider) may benefit personally in some way from a transaction or relationship with the nonprofit organization that he or she serves.

The keys to avoiding conflicts of interest are having statements and policies for managing them and creating awareness for potential conflicts. Because of the negative consequences to the organization, each board member has a responsibility to identify and address potential conflicts.

All Resolved clauses within a resolution should use the objective form of the verb (for example, Resolved, that the American Library Association (ALA), on behalf of its members: (1) supports...; (2) provides...; and last resolved urges....") rather than the subjunctive form of the verb (for example, Resolved,

A Conflict of Interest is a situation in which a Board Member or his or her Immediate Family Member has, directly him- or herself or indirectly through another individual or entity, a personal or financial interest that compromises or could compromise the Board Member's independence of judgment in exercising his/her

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.

Some basic information a resolution should include is the name of the corporation; the date of the board meeting when the resolution was approved; and the names of the board members who attended the meeting, or a statement that all board members or a quorum were present.

How To Write a Corporate Resolution Step by StepStep 1: Write the Company's Name.Step 2: Include Further Legal Identification.Step 3: Include Location, Date and Time.Step 4: List the Board Resolutions.Step 5: Sign and Date the Document.

A board resolution serves as a legal record and offers a formal way for boards to document in writing a decision that the board of directors made. Boards should keep resolutions and certifications with their official books or meeting minutes. Making a regular practice of board resolutions is a sign of good governance.

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Kansas Minutes and Resolutions of the Board of Trustees of a Non-Profit Corporation Authorizing to the Refinancing of a Loan