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Making a Board Resolution
A Board Resolution, or Corporate Resolution, is a way of documenting a decision made by a Corporation's Board of Directors or Shareholders on behalf of the Corporation. The Corporation 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 Corporate Resolution document is typically used to get the specifics of the resolution in writing.
Use the Board Resolution document if:
Corporate 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, Corporate 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 shareholder wants to know what actions the board took on his or her behalf. Corporate Resolutions can be kept with your Meeting Minutes and are treated as legally binding decisions made by your S- or C-Corp.
Legal resources for a Board Resolution: Model Business Corporation Act