New Mexico Resolution of Shareholders Authorizing an Increase in the Number of Directors of Corporation is a legal document that enables a corporation in the state of New Mexico to expand its board of directors. This resolution is typically initiated when the company requires a larger board to encompass the growing needs and complexities of the organization. Keywords: New Mexico, resolution of shareholders, increase, number of directors, corporation. There are typically two types of resolutions related to authorizing an increase in the number of directors of a corporation in New Mexico: 1. General Resolution of Shareholders Authorizing an Increase in the Number of Directors: This type of resolution is commonly used when a corporation wants to increase the overall number of directors without specifying any particular individual. The resolution allows for flexibility in adding multiple directors, if necessary, as determined by the shareholders. It provides the board with the discretion to select and appoint new directors to reach the increased quota. 2. Specific Resolution of Shareholders Authorizing the Appointment of Specific Individuals as Directors: In certain cases, a corporation may have identified specific individuals that they wish to appoint as directors. This resolution is used to authorize the appointment of these specific individuals and outline their roles and responsibilities within the board. It requires the approval of the shareholders, who have the ultimate authority to elect or reject proposed new directors. The New Mexico Resolution of Shareholders Authorizing an Increase in the Number of Directors of Corporation should contain the following key elements: 1. Introduction: The resolution should state the name and registered address of the corporation, highlighting its incorporation under New Mexico state laws. 2. Purpose: It should clearly state the purpose of the resolution, which is to authorize an increase in the number of directors of the corporation. 3. Existing Director Structure: The resolution should provide an overview of the current director structure, including the number of directors and their respective roles. 4. Proposed Increase: The resolution must outline the proposed increase in the number of directors. This could be a specific number or a range, depending on the corporation's needs and circumstances. 5. Shareholder Approval: The resolution should state that the increase in the number of directors requires the approval of the shareholders. It should specify the minimum voting percentage required for the resolution to pass, as outlined in the corporation's bylaws. 6. Effective Date: The resolution should include an effective date, specifying when the increase in the number of directors will be deemed valid. 7. Implementation: The resolution should clarify the procedures for implementing the increase, such as the timeline for appointing new directors and any other necessary steps, conforming to relevant state laws and the corporation's bylaws. 8. Signatures: The resolution must be signed by the appropriate corporate officers, such as the President and Secretary, and attested by the corporate seal. It is essential to consult a legal professional when preparing and executing this resolution to ensure compliance with New Mexico state laws and the corporation's governing documents.