Keep a record of important decisions: Board Resolution
What is a Board Resolution?
A Board Resolution is a way of documenting a decision made by a business' Board of Directors on behalf of the business. The business might decide to extend a loan to another business, or to vote another officer onto the Board. After the resolution is made during a meeting, a Board Resolution document is typically used to get the specifics of the resolution in writing.
Board Resolutions can cover a wide variety of actions. Commonly, they are written when a new member of board is voted in, but they can also be created when the company wants to hire employees, sell shares of the corporation, purchase an existing patent, among other big decisions. They serve as important compliance documents as well as giving your company a concrete record of the choices your directors or shareholders have made.
Generally, Board Resolutions do not need to be submitted to a government agency, oversight body, or anything of the sort. They should be kept with your books so you can furnish them if, for example, an important board member wants to know what actions the board took. Board Resolutions can be kept with your Meeting Minutes and are treated as legally binding decisions made by your business.
When to use a Board Resolution:
- You want to document a decision made by members of a business' board of directors.
Have questions about your Board Resolution?
Whether you're preparing your Board Resolution, reviewing one someone sent you, or just want to understand it better, here's how to get help.
- Understand what it says or review it. Use our AI legal assistant to ask questions about your Board Resolution, understand what it says, and spot anything that may need a closer look.
- Ask an attorney a question. Connect with an attorney for legal information, with a written answer within one business day or a live consultation.
- Get advice on what to do. For privileged, confidential advice about your specific circumstances and next steps, book a Legal Advice Session with an attorney.
Take the next step: Register your LLC now
Many business owners choose to register their LLC after creating their Board Resolution. If that’s your next step, Rocket Lawyer can help you get started. You can begin your LLC registration in minutes, starting at $0* with a Rocket Lawyer membership (excluding state fees).
*The first business registration free offer excludes government and third-party fees and requires a current Rocket Lawyer membership. The offer applies to the first LLC, corporation, or nonprofit registration per customer. Additional registrations are $99.99 each. Terms and conditions apply.
Sample Board Resolution
The terms in your document will update based on the information you provide
OF
We, the undersigned, being all the and of , and having its principal place of business at , , (the "Corporation"), Directors Shareholders
Therefore, it is resolved:
DIRECTORS
ATTEST (SECOND OFFICER)
| ______________________________ | _______________ |
| Date |
CERTIFICATE OF SECRETARY
The Secretary of the Corporation hereby certifies that he/she is the duly elected and qualified Secretary of and certifies that the above is a true and correct record of the resolution that was duly adopted by the and of the Corporation on .
______________________________
Secretary