"These initialresolutions give authority to the officers to act on behalf of the corporation.
The initial resolutions for officers helps bridge the gap of corporate acts taken between formation and the adoption of bylaws, the corporation's internal governing document."
Oregon Initial Resolution Directors and Officers
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US-ENTREP-0085-1
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FAQ
Resolutions of Authority name an individual that is authorized to act on behalf of a Corporation, Partnership, or Company. Complete ONLY the Resolution which matches the structure of the business.
Ordinary resolution of the members An ordinary resolution is passed when more than 50% of all votes are cast in favour of the motion (i.e., the proposed resolution). Some shareholders may have more than one vote, e.g., if they hold multiple shares, or their shares carry more than one vote each.
Once you've held the Organizational Meeting and adopted Corporate Bylaws, then the Bylaws should spell out the necessary steps for adding and removing Directors or Officers. At the least, you should document the change in writing and have all parties sign that document.
The resolution is a document recording the decisions made by the board members regarding decisions and actions a company will take. A corporate resolution is binding.
The resolution is often used to express the body's approval or disapproval of something which they cannot otherwise vote on, due to the matter being handled by another jurisdiction, or being protected by a constitution.
The resolutions are used to determine which corporate officers are legally able to sign contracts, make transfers or assignments, sell or lease real estate, and make other important decisions that bind the corporation.
A board resolution is sometimes called a corporate resolution or directors' resolution. Simply put, a board resolution is a formal document of a board's decision. A board of directors is the highest authority in an organization, and their decisions can have far-reaching consequences.
Essentially, this initial resolution approves how the corporation acts in between its formation and the adoption of its internal governing documents (bylaws) and authorizes the appointment of directors.