Corporate resolutions
Record a decision formally taken by a board or by shareholders.
Record decisions formally made by a board or shareholders.
- Business / Legal document
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Key features
Meeting or written consent
A section recording how the decision was taken, whether by meeting or in writing, by which body, when and where.
Who took part and notice
Blanks for who took part and whether notice was given or waived.
The matter and the resolution
Separate lines for what was considered and why, and for what is resolved, with room for further resolutions.
Authority to act
A line naming who may take the steps and sign the documents needed to carry out the decision.
Recorded vote
The result of the vote, unanimous or by numbers for and against.
About this document
A corporate resolution is the written record of a decision made by a corporation's board or shareholders: what was considered, what was resolved, who may carry it out and how the vote went.
This blank form works for a decision taken at a meeting or by written consent. It is signed by the secretary and the chairperson and is kept with the minutes.
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Useful when
- A board has decided something that should be on record
- A bank, investor or counterparty asks for a resolution
- Shareholders need to approve a significant step
Commonly used by
- Corporate secretaries
- Directors and officers
- Small companies keeping their own records
Not sure? about your situation first.
Alternatives
These are separate documents, for different jobs.
- Consent to Action Without MeetingApprove company decisions in writing without holding a meeting.View document
- Directors' Organizational MeetingRecord the first meeting of a new company's directors.View document
- Certificate of IncumbencyConfirm who a company's current directors and officers are.View document
- Company bylawsThe internal rules a corporation is governed by.View document
When to use this
- A board approves opening a bank account or signing a lease
- Shareholders approve a change to the company
- A lender asks for proof that a loan was authorised
What happens next
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More in Director & Corporate Governance
- Certificate of IncumbencyConfirm who a company's current directors and officers are.View document
- Consent to be Director and OfficerRecord a person's consent to serve as director and officer.View document
- Consent to Action Without MeetingApprove company decisions in writing without holding a meeting.View document
- Directors' Organizational MeetingRecord the first meeting of a new company's directors.View document
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Questions
About the corporate resolutions
A resolution records a decision however it was reached. The consent form is for decisions made without a meeting, signed by each person consenting.
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