New York Corporate Resolution

• Category: Corporations - Business Formation
• State: Multi-State
• Control #: US-ENTREP-0089-1
• Format: Word; Rich Text

Description

A corporate resolutionoutlines the decisions and actions made by a company's board of directors. A corporate resolution helps the corporation to remain independent from its owners by ensuring that the decisions made by the board and the corporate executives do not create a conflict of interest with the owners.

New York Corporate Resolution is a legally binding document that outlines decisions made by a corporation's board of directors or shareholders during a formal meeting. These resolutions are crucial in determining the actions, policies, and internal affairs of a corporation. Keywords: New York, Corporate Resolution, legally binding, board of directors, shareholders, formal meeting, actions, policies, internal affairs. There are several types of New York Corporate Resolutions, including: 1. Board Resolution: A board of directors resolution is passed by the corporation's board members to take action on various matters. This resolution often involves everyday operational decisions such as approving contracts, hiring key personnel, implementing policies, and making financial decisions. 2. Shareholder Resolution: A shareholder resolution is initiated and voted on by the shareholders to authorize or direct corporate actions. These resolutions are typically considered for significant matters that require shareholders' consent, such as mergers, acquisitions, changes in corporate structure, dividend issuance, or electing directors. 3. Consent Resolution: A consent resolution is passed without holding a formal meeting. It allows directors or shareholders to sign the resolution individually, indicating their agreement with the proposed action. This type of resolution is commonly used for urgent matters or situations where a formal meeting is not practical or necessary. 4. Special Resolution: A special resolution is required for specific matters that hold particular importance and need an enhanced majority vote. Examples include amending the articles of incorporation, changing the corporate name, or approving significant investments. In New York, a special resolution typically requires approval by at least two-thirds or a specified majority of the shareholders or directors. 5. Non-Binding Resolution: Although not legally enforceable, a non-binding resolution is a statement of intent or recommendation made by the board or shareholders. While it does not hold legal weight, it often serves as a guideline for future decision-making and may influence the corporation's actions. 6. Ratification Resolution: A ratification resolution is passed to validate actions that were taken outside the scope of proper authorization. It is commonly used when an individual, such as an officer or employee, has performed an action on behalf of the corporation without prior approval. The resolution allows the corporation to retrospectively approve those actions and help protect the interests of the company. In conclusion, New York Corporate Resolution is a document that records decisions made by the board of directors or shareholders of a corporation. These resolutions are essential in governing the corporation's internal affairs, ensuring compliance with applicable laws, and directing actions and policies. Different types of resolutions exist, including board resolutions, shareholder resolutions, consent resolutions, special resolutions, non-binding resolutions, and ratification resolutions.