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Free Board of Directors Resolution Template

A board of directors resolution (also called a “board resolution”) is the result of a director vote authorizing a specific business action. Major decisions by the board of directors should always be formally documented in writing and added to the corporate record. We offer a free template for you can use to document your board resolutions.

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Board Resolutions – Free Template

Our board resolution template is free for you to use to formally record decisions made by your corporation’s board of directors. Like all our forms, this template is for individual use. Need a different template? We also have other resolution forms, including general corporate resolutions and shareholder resolutions:

Why do I need board of directors resolutions?

While day-to-day operations (like paying bills) don’t require resolutions, more significant actions should be formally voted on, approved and documented. Corporations typically require resolutions for any actions with major financial implications, changes in procedures or changes in authority. For instance, the following actions would all typically require a board resolution:

  • Entering into a long-term lease

  • Opening a corporate bank account

  • Executing a business contract

  • Appointing officers

  • Authorizing corporate loans

  • Changing board meeting procedures

Resolutions are added to the corporate book and become a permanent part of the corporate record. Board resolutions aren’t filed with any state agency (like Articles of Incorporation or annual reports), but they can be audited by state agencies or the IRS.

What should board resolutions include?

A resolution should be clearly stated and signed by all the directors to document their unanimous approval. Our free template for a board of directors resolution includes space for the following information:

  • Your corporation’s name

  • Date, time and location of meeting

  • Statement of unanimous approval of resolution

  • Confirmation that the resolution was adopted at a regularly called board meeting

  • Resolution

  • Statement authorizing officers to carry out the resolution

  • Director signatures and printed names

  • Secretary signature and printed name

  • Dates of all signatures

Does Northwest have any other corporate forms?

We do! We have templates for bylaws, Articles of Incorporation and more.

Corporate Compliance
by Local Corporate Guides®