Corporate resolutions are formal actions and decisions of a corporate, approved by the Board of Directors. Such resolutions are necessity during numerous situations, for covering of specific transactions. These resolutions are in the form of legal documents, voted at the meeting of Board of Directors.
The resolution can also be termed as Corporate Actions, which exerts same legally binding effect as an action taken during a duly called meeting. If it deemed necessary and permitted by bylaws and state laws, the directors of board can use a written document for waving formal notice of a meeting and unanimously consent to a resolution.
The resolution can be on any subject such as, General Resolution, Resolution Approving Sale of Assets, authorizing Annual Dividend, Authorizing Appointment of Lawyer, Accountant, Authorizing Bonus, Authorizing Bonus, Authorizing Benefits Plans, Authoring Stock options, Authorizing expenses and so on.
Below given Corporate Directors’ Resolution Authorizing Attorney to Defend Corporation against a Claim template can guide you while drafting and making your own Board’s Resolutions:
Directors’ Resolution Authorizing Attorney to Defend Corporation against a Claim
WHEREAS, a claim against______________(hereinafter referred as Corporation) has been presented by the party(ies) below and
WHEREAS, it appears that the aforesaid claim is without merit, it is hereby:
RESOLVED, that the law firm of___________ (hereinafter referred to as Firm) be authorized to defend said Corporation against Claim presented by__________. Such Firm is further authorized to take all reasonable actions it considers necessary and appropriate for the defense of said Corporation, subject to the consent of the President of said Corporation.
The undersigned,________________, certifies that he or she is the duly appointed Secretary of ____________ Corporation and that the above is a true and correct copy of a resolution duly adopted at a meeting of the directors thereof, convened and held in accordance with law and the Bylaws of said Corporation on__________, 20 ____, and that such resolution is now in full force and effect.
IN WITNESS THEREOF, I have affixed my name as Secretary of____________ Corporation and have attached the seal of_____________ Corporation to this resolution.