How to Write a Corporate Resolution
The laws governing writing and presenting a corporate resolution are essentially the same from one state to the next. Although the process for writing a corporate resolution is not particularly complex it is precise. In order for a corporate resolution to meet legal muster it must be drafted according to the provisions of the law of the state in which the corporation is chartered or organized. Specific information on corporate law is available both in neighborhood public library and the website maintained by the state legislature.
Things You'll Need
- Written corporate resolution
- Corporate seal (if the corporation maintains a seal)
Instructions
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1
Prepare the introductory provisions of the corporate resolution. These provisions include setting forth the legal name of the business, the state in which the corporation is charted as well as the date and time of the board of directors meeting at which the resolution is passed.
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2
Insert the name of the officer of the corporation who certifies that the corporate resolution is a true and accurate recitation of the action taken by the board of directors. Typically this is the corporate secretary,
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3
Include the specific matter resolved by the board of directors. For example:
"RESOLVED that ABC Corporation shall enter in a contract with XYZ Enterprises to purchase 100 widgets at $10 each."
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4
Place the seal of the corporation at the bottom of the resolution, if the corporation maintains a corporate seal. Most states do not require a corporate seal and few corporations use a corporate seal in this day and age. In place of a corporate seal the secretary signs the resolution.
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5
Direct the secretary to sign her name, print her name and her title at the bottom of the document in the absence of a corporate seal.
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Tips & Warnings
Consider retaining the services of a qualified and experienced attorney to draft a corporate resolution. The state and local bar associations maintain directories of attorneys that practiced in the business law arena. Contact information for these organizations is available from the American Bar Association.