Exhibit A. Authorization. Secretary's Certificate of Board of Directors Resolution.If the resolution is a certified corporate resolution then the president and board secretary are also required to sign off. Takeaways. Secretary's Certificate - Sample for Certifying Board Resolutions. At a meeting of the Board of Directors. of. You may order a corporate certificate from the Secretary of States Office and Pick It Up at the Middlesex North Registry of Deeds. The Board considers the Resolutions will promote the success of the Company and are in the best interests of the Company and its shareholders as a whole. Seven steps for writing a board resolution, plus a definition, what it's required, how to pass a resolution and FAQs. We represent 351 cities and towns and the municipal officials who run them. If the resolution is a certified corporate resolution then the president and board secretary are also required to sign off. Takeaways.