Board of Directors Resolutions

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Board of Directors Resolutions are formal documents that describe and record the official decisions made by a board of directors. They are therefore legally binding for the organization. As part of the verification process for a company, they can be requested by its shareholders or by government officials.

Board resolutions are typically created at board meetings and must be passed by a majority of the board members. They may be ad-hoc papers that the board can vote on and approve outside of an official meeting. There are a variety of resolutions, which include motions to waive notice, minutes, and adjournment.

In a meeting the board will go over the proposed resolution in order to determine if additional details or information is required. A member of the board will vote to approve the proposed resolution and a seconder will support it. Once the motion has been seconded the board will then vote on the resolution according to a process as laid out in the company’s bylaws. The votes are recorded in the minutes of board meetings by the corporate secretary. The resolution is then signed by the appropriate officers.

While the process of writing and recording a board resolution may be daunting for new board members, a thorough understanding of how you draft a resolution makes the process much easier. By following the same format, and providing clear and concise information the board is able to quickly and efficiently pass resolutions that satisfy the needs of the business. Be sure that your resolutions are legal and effective by saving them in a secure online repository with Board Management Software.