Corporate Resolution Templates - Alliance for Contractors
Corporate Resolution Templates
Professional Corporate Governance Documentation

CORPORATE RESOLUTION TEMPLATE LIBRARY

Alliance Integration: These templates are designed to integrate with Alliance automated resolution generation systems, corporate record keeping services, and legal compliance verification tools.

INSTRUCTIONS FOR USE

General Guidelines

  • Complete all [PLACEHOLDER] sections with appropriate information
  • Ensure proper board or shareholder authorization before executing
  • Maintain copies in corporate minute book and records
  • Verify compliance with state corporate laws and bylaws
  • Obtain required signatures from authorized officers

Documentation Requirements

  • Board resolutions require majority vote of directors (unless bylaws specify otherwise)
  • Shareholder resolutions require majority or supermajority as specified in bylaws
  • Meeting notice requirements must be satisfied per corporate bylaws
  • Quorum requirements must be met for valid action

BOARD OF DIRECTORS RESOLUTION TEMPLATES

Template 1: Officer Appointment Resolution

RESOLUTION OF THE BOARD OF DIRECTORS OF
[COMPANY NAME]

WHEREAS, the Board of Directors deems it necessary and advisable to appoint officers to serve the corporation;

NOW, THEREFORE, BE IT RESOLVED, that the following individual(s) are hereby appointed to serve as officers of the corporation in the capacities set forth below:

Name Position Effective Date Term
[OFFICER NAME] [POSITION TITLE] [DATE] [TERM LENGTH]

BE IT FURTHER RESOLVED, that the appointed officers are authorized to perform all duties and exercise all powers customarily associated with their respective positions.

Date of Resolution: [DATE]

Vote: [FOR: __ AGAINST: __ ABSTAIN: __]

Secretary Signature
[SECRETARY NAME]

Template 2: Banking Resolution

BANKING RESOLUTION OF
[COMPANY NAME]

BE IT RESOLVED, that [BANK NAME] is hereby designated as a depository for the funds of this corporation;

BE IT FURTHER RESOLVED, that the following officers are authorized to:

  • Open and maintain bank accounts
  • Sign checks and authorize electronic transfers
  • Execute banking agreements and documents
  • Borrow money on behalf of the corporation (if applicable)

Authorized Signatories:

Name Title Authority Level Specimen Signature
[NAME] [TITLE] [SINGLE/DUAL SIGNATURE] [SIGNATURE SPACE]

BE IT FURTHER RESOLVED, that any two of the above-named officers may sign checks exceeding [AMOUNT].

This resolution shall remain in effect until formally revoked by the Board of Directors.

Date of Resolution: [DATE]

Secretary Signature
[SECRETARY NAME]

Template 3: Major Contract Authorization

CONTRACT AUTHORIZATION RESOLUTION

WHEREAS, the corporation has been presented with an opportunity to enter into a contract with [CONTRACTOR/VENDOR NAME] for [DESCRIPTION OF SERVICES/GOODS];

WHEREAS, the Board has reviewed the proposed contract terms and conditions;

NOW, THEREFORE, BE IT RESOLVED:

1. The corporation is authorized to enter into a contract with [CONTRACTOR/VENDOR NAME] for a total contract value not to exceed [MAXIMUM AMOUNT];

2. The [PRESIDENT/CEO] is authorized to execute all necessary documents to effectuate this contract;

3. The contract terms shall include the following key provisions:

  • Contract Duration: [TERM]
  • Payment Terms: [PAYMENT SCHEDULE]
  • Performance Standards: [KEY REQUIREMENTS]
  • Termination Provisions: [TERMINATION TERMS]

Date of Resolution: [DATE]

Secretary Signature
[SECRETARY NAME]

Template 4: Asset Purchase Resolution

ASSET PURCHASE AUTHORIZATION

WHEREAS, the Board of Directors has determined it is in the best interests of the corporation to acquire certain assets;

BE IT RESOLVED, that the corporation is authorized to purchase the following assets:

Asset Description Purchase Price Seller Conditions
[ASSET DETAILS] [PRICE] [SELLER NAME] [CONDITIONS]

BE IT FURTHER RESOLVED, that the [OFFICER TITLE] is authorized to:

  • Execute purchase agreements and related documents
  • Arrange financing if necessary
  • Complete due diligence investigations
  • Take all actions necessary to complete the acquisition

Total authorized expenditure: [TOTAL AMOUNT]

Date of Resolution: [DATE]

Secretary Signature
[SECRETARY NAME]

Template 5: Corporate Policy Adoption

POLICY ADOPTION RESOLUTION

WHEREAS, the Board of Directors deems it necessary to adopt formal policies for the governance and operation of the corporation;

BE IT RESOLVED, that the following policy is hereby adopted:

Policy Title: [POLICY NAME]

Policy Number: [POLICY NUMBER]

Effective Date: [EFFECTIVE DATE]

Review Date: [REVIEW DATE]

Policy Summary:

[BRIEF DESCRIPTION OF POLICY PURPOSE AND SCOPE]

BE IT FURTHER RESOLVED, that this policy shall be:

  • Distributed to all applicable employees and officers
  • Incorporated into the corporate policy manual
  • Reviewed annually or as circumstances require
  • Supersede any conflicting previous policies

Date of Resolution: [DATE]

Secretary Signature
[SECRETARY NAME]

SHAREHOLDER RESOLUTION TEMPLATES

Shareholder Resolution Format

RESOLUTION OF THE SHAREHOLDERS OF
[COMPANY NAME]

At a [ANNUAL/SPECIAL] meeting of shareholders held on [DATE], at [TIME], at [LOCATION], the following resolution was duly adopted:

WHEREAS, [BACKGROUND STATEMENTS];

NOW, THEREFORE, BE IT RESOLVED, that [RESOLUTION TEXT];

BE IT FURTHER RESOLVED, that [ADDITIONAL PROVISIONS].

Voting Results:

Voting Method Shares For Shares Against Shares Abstaining Total Shares Voting
[IN PERSON/PROXY] [NUMBER] [NUMBER] [NUMBER] [TOTAL]

Date of Resolution: [DATE]

Secretary Signature
[SECRETARY NAME]

COMPLIANCE AND DOCUMENTATION PROCEDURES

Legal Compliance Checklist

  • □ Verify board/shareholder quorum requirements met
  • □ Confirm proper notice given per bylaws
  • □ Check voting thresholds (majority, supermajority, etc.)
  • □ Review state corporate law requirements
  • □ Ensure conflicts of interest properly disclosed
  • □ Verify authority of signing officers
  • □ Check for any required regulatory approvals
  • □ Confirm alignment with corporate bylaws and articles

Documentation Standards

  • All resolutions must be dated and signed
  • Maintain chronological order in corporate minute book
  • Attach supporting documents and exhibits
  • Record meeting attendance and voting records
  • File required state and federal notifications
  • Update corporate records and share certificates as needed

ALLIANCE INTEGRATION FEATURES

Automated Resolution Generation

Alliance automated systems can pre-populate these templates with:

  • Corporate information from client database
  • Officer and director information
  • Standard contract terms and approved vendors
  • Compliance verification against state requirements

Record Keeping Integration

Completed resolutions automatically integrate with:

  • Digital minute book maintenance
  • Corporate governance tracking
  • Compliance monitoring systems
  • Annual filing preparation

Training and Support

Alliance provides comprehensive support including:

  • Corporate governance best practices training
  • Legal compliance verification services
  • Template customization for specific industries
  • Ongoing legal update notifications