Free Shareholder Resolution Template

Why do I need shareholder resolutions?

Shareholders don’t make too many corporate decisions—that job goes to the directors—but there are a few issues in which shareholders still have a say, including:

• changing the directors of the corporation

• amending corporate documents, such as bylaws or Articles of Incorporation

• dissolving the corporation

While these kinds of major shareholder decisions typically take place at annual meetings, decisions can be made outside of an annual meeting with a shareholder resolution.

What should shareholder resolutions include?

Shareholder resolutions need a few key elements—namely a clear description of the resolution itself, shareholder information and signatures. Our template for a shareholder resolution includes the following information:

• Your corporation’s name

• Date, time and location of meeting

• Statement that all shareholders agree to the resolution

• Confirmation of the necessary quorum for business to be conducted

• Names of shareholders present or voting by proxy

• Number of shares for each voting shareholder

• Statement that proper meeting notice was given or waived

• Statement consenting and agreeing to business transacted at the meeting

• Resolution

• Shareholder signatures and printed names

• Secretary signature and printed name

• Dates of all signatures