Guidelines for Valid Corporate Resolutions. The certification must bear an original signature by an officer of the corporation, (preferably the secretary), and this signature must be someone other than the person who signed the RFP, RFQ, RFI, etc.
A corporate resolution document does not need to be notarized, although if it involves other transactions then those might have to be notarized. Once the document has been signed off and dated by the chairperson, vice-chairperson, corporate treasurer, and secretary, it becomes a binding document.
A resolution in writing signed by each director member will be effective as long as the constitutional documents do not preclude this approach, however we advise that the articles are drafted to expressly permit this type of decision-making.
When a board resolution is passed by a simple majority, it is called an ordinary resolution. Votes cast in favor are more than the ones against. A resolution with a majority of just over 50% of the quorum is considered passed. For example, 6 'yes' votes out of 10 are considered a majority.
How to write a board resolution Put the date and resolution number at the top. Give the resolution a title that relates to the decision. Use formal language. Continue writing out each critical statement. Wrap up the heart of the resolution in the last statement.
Chairperson of the board: The board chair will sign the resolution to affirm that the board approved it. Corporate secretary: The secretary will sign the resolution to attest that it's been adopted and recorded in the board meeting minutes.
Ing to , the resolution of the board of directors must be signed by all directors if the board meets formally to discuss the topics contained within minutes of the meeting. In some cases, the resolution may relate to a committee and a subset of directors.
Board Resolution Granting Signing Authority BE IT RESOLVED, that the board of directors hereunder authorizes Authorized Individual's Name, Position, to sign, execute, and endorse on behalf of Company Name for all financial transactions, legal documents, and other official agreements.
A resolution is generally only signed by one director if a formal meeting does not take place – but that's rare. ing to , the resolution of the board of directors must be signed by all directors if the board meets formally to discuss the topics contained within minutes of the meeting.