Authority to Enter Contract - Resolution Form - Corporate Resolutions
What is this form?
The Authority to Enter Contract - Resolution Form is a legal document used by the directors of a corporation to formally authorize a corporate officer or representative to negotiate and enter into a contract on behalf of the corporation. This form ensures that the corporation's legal and financial interests are protected when entering agreements with third parties. Unlike general contracts, this form specifically addresses the authorization process, clearly defining who has the power to bind the corporation in legal commitments.
Key components of this form
- Resolution statement that empowers the President to act on behalf of the corporation
- Specification of the contract details and the parties involved
- Signature lines for directors to endorse the resolution
- Certificate section for the Secretary to affirm the authenticity of the resolution
Common use cases
This form should be used when a corporation intends to enter a contract and requires a formal resolution from its board of directors to authorize a specific officer to act on the corporationâs behalf. Common scenarios include negotiating leases, service contracts, or partnerships where the corporation needs to ensure valid representation and authority in the agreement.
Who should use this form
The following individuals and entities may find this form beneficial:
- Corporate directors seeking to legitimize the authority of a corporate officer
- Secretaries of corporations who need to document board resolutions
- Businesses engaged in contracts that require clear authorization from their leadership
Instructions for completing this form
- Identify the President of the corporation and confirm their authority to act.
- Clearly specify the details of the contract, including its purpose and the other party involved.
- Prepare the resolution statement, allowing the President to negotiate and enter the contract.
- Have the required number of corporate directors review and sign the resolution.
- Complete the certificate section, including the date, signature, and name of the Secretary to validate the resolution.
Does this document require notarization?
In most cases, this form does not require notarization. However, some jurisdictions or signing circumstances might. US Legal Forms offers online notarization powered by Notarize, accessible 24/7 for a quick, remote process.
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Make edits, fill in missing information, and update formatting in US Legal Forms—just like you would in MS Word.
Download a copy, print it, send it by email, or mail it via USPS—whatever works best for your next step.
Sign and collect signatures with our SignNow integration. Send to multiple recipients, set reminders, and more. Go Premium to unlock E-Sign.
If this form requires notarization, complete it online through a secure video call—no need to meet a notary in person or wait for an appointment.
We protect your documents and personal data by following strict security and privacy standards.
Typical mistakes to avoid
- Failing to have enough directors sign the resolution, potentially invalidating the authorization.
- Omitting important details about the contract, which could lead to misunderstandings later.
- Not dating the document properly, which is crucial for establishing when the resolution was made.
Benefits of using this form online
- Convenience of completing and printing the form from any location.
- Editability allows users to customize the form according to their specific needs.
- Reliability of having a legally reviewed document crafted by licensed attorneys.
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FAQ
The board president and all board directors should sign the resolution. The board secretary should keep copies of all board resolutions with the corporate bylaws and other important documents.
Authorizing Resolution means a resolution adopted by the Board of Directors or by an Officer or committee of Officers pursuant to Board delegation authorizing a Series of Securities.An Authorizing Resolution shall be so adopted by both the Company and the Guarantor.
Signatures of officers designated to sign corporate resolutionsusually the board chairperson or the corporate secretary. Title the document with its purpose. For example, "Resolution to Accept Bank Depository." A phrase stating that the resolution has the consent and agreement of the board members.
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 the legal document that provides the rules and framework as to how the board can act under various circumstances.
The resolution will be dated and signed by the corporate signatories.Corporate resolutions do not normally need to be submitted to a state or federal agency. Instead, they should be maintained with the other important documents of the corporations, such as the books and the meeting minutes.
Elements of a Certified Board Resolution A designation of the party for whom the resolution is being prepared for and its address. Explanation of the action being taken by the board of directors and the reason for doing so. Name of the secretary. Legal name of the corporation and state of incorporation.
Usually, an officer of the corporation and others authorized to sign contracts can legally sign documents on behalf of the corporation. For a contract to legally bind a corporation, the board of directors must provide authorization.
Corporation. Signing authority often lies with the company's chief executive officer (CEO) or president. If an individual signs on behalf of a corporation and they have not been given the authority to do so, the corporation will not be bound to the contract.
