How Do I Write a Certificate of Resolution?

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Certificate of Corporate Resolution

Steps to write a certificate of corporate resolution:

  1. Include Company Details:

    • Company name, address, city, state, and zip code.

  2. Write "Certificate of Corporate Resolution" as Title:

    • State the purpose such as certifying the adoption of a board resolution.

  3. Introduce Yourself as Certificate Issuer:

    • Include the date and place of the vote, effective date if approved, company name, and state incorporated.

What is a Certificate of Resolution?

A Certificate of Board Resolution documents binding decisions made by a corporation’s board of directors. It serves as written evidence of the board’s decision and is commonly used in business transactions to demonstrate authorization of corporate decisions.

What Constitutes a Resolution?

In law, a resolution is a written motion adopted by a deliberative body and is commonly used in corporations and legislature.

What is Included in a Corporate Resolution?

Decisions made via corporate resolution include changes to dividend policy, executive compensation, and debt issuance.

Essential Elements in Certificate:

  • Date certificate issued.
  • Name of recipient to notify of corporate action taken.
  • Explanation of resolution’s subject.
  • Secretary’s name responsible for the notification letter.
  • Details of the meeting and action decided including date, location, duration, number voted for/against.
  • Validation of resolution.
  • Secretary’s signature to authorize the certificate.

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