Georgia Corporate Resolution refers to a legally binding document that outlines decisions and actions taken by a corporation's board of directors or shareholders during official meetings. It serves as an official record and provides clarity regarding specific matters and decisions made within the organization. A corporate resolution is an essential document used to affirm or approve actions like authorizing contracts, appointing officers, and approving mergers or acquisitions. It ensures compliance with state regulations and promotes transparency within the corporation. In Georgia, there are three common types of corporate resolutions: 1. Board of Directors Resolution: This type of resolution is passed by the board of directors. It typically addresses matters such as the appointment or removal of officers, approving budgets, amending bylaws, issuing and transferring shares, or signing contracts on behalf of the corporation. Board resolutions document the decision-making processes and actions taken by the board of directors. 2. Shareholder Resolution: A shareholder resolution involves decisions made by the corporation's shareholders during a general or special meeting. It may include matters such as the election of new directors, approving dividends, authorizing changes in the articles of incorporation, and making significant business decisions. Shareholder resolutions ensure that decisions made by the shareholders are officially recorded and implemented. 3. Executive Committee Resolution: Some corporations might have an executive committee appointed by the board of directors to handle specific matters. In such cases, the executive committee may pass resolutions that address matters within their delegated responsibilities. These resolutions are considered binding and enforceable by the company. It is important for Georgia corporations to draft comprehensive and accurate resolutions and maintain them as part of their corporate records. These documents help demonstrate the corporation's compliance with legal requirements, provide evidence of decision-making processes, and contribute to effective governance. Seeking legal advice to ensure compliance with Georgia corporate laws when drafting resolutions is advisable.