This form and form 20-3 in this chapter are sample resolutions that may be tailored to specific situations.
A resolution should always outline the problem (if there is one), the governing document(s) that the resolution complies with, and the date, time, and location of the meeting at which the resolution was approved.
If a single resolution documents multiple decisions, each decision should be notated separately (i.e., “Resolved . . . ,” “Resolved Further . . . ,” etc.).
Corporate Resolution
of
[name of corporation]
(A Texas Nonprofit Corporation)
Banking Resolution
WHEREAS, the board of directors of [name of corporation] (the “Board of Directors” and the “Corporation,” respectively) has determined it to be in the best interest of the Corporation to establish a banking account with [name of banking institution].
RESOLVED, that the Corporation execute and deliver to the bank a duly signed original of the completed banking resolution as is hereto attached. The authority to transact business, including but not limited to the maintenance of savings, checking, and other accounts as well as borrowing by the Corporation, shall be contained in the resolution with the named officers therein authorized to so act on behalf of the Corporation as specified hereto.
RESOLVED FURTHER, that the following [officer[s]] [and] [representative[s]] shall be signatory[ies] to those accounts:
[Name(s) of officer(s)/representative(s)]
THE UNDERSIGNED hereby certifies that they are the duly elected, qualified, and acting secretary of the Corporation and that the foregoing resolution was submitted to and approved and adopted by the Board of Directors at a meeting held at [time] [a.m./p.m.] on [date] at [address, city, state] and that the resolution is now in full force and effect without modification or recession as permitted under the bylaws of the Corporation and in accordance with the provisions of state law under which the Corporation was incorporated.
IN WITNESS WHEREOF, the undersigned has hereunto set their hand effective as of the ____ day of ______________________________, 20____.
[Name of secretary], Secretary
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The resolution should be signed by the secretary of the nonprofit corporation. The minutes should notate the actual vote. |


