Directors' Resolution

Protect your Corporation and its board of directors by legally recording all decisions of the Corporation and its board of directors.

LawDepot's Directors' Resolution features:

  • Choice of Directors' Resolution or Minutes of Directors' Meeting
  • Choice of most common resolutions
  • Add your own resolution
  • Thorough, comprehensive and easy to use
  • Also known as Written Consent to Action and Directors' Consent to Action

If you wished to have minutes or resolutions of shareholders' meetings, try our Shareholders' Resolution.

We regularly maintain this contract. Last Modified: August 2009

Directors' Resolution Details
Check to Show Hints for Completing this Form

This software has the flexibility to let you quickly create the Directors' Resolution document you want. It does this by providing many options with appropriate defaults.

One common default is 'Do Not Specify'. This default means that the finished agreement will not have a clause dealing with that topic. The benefit of not specifying is that you get a shorter and simpler document, and in some cases, the issue may not even be applicable; however, the document will be less precise.

If you are unsure of an answer, you can leave the answer blank and a blank line will be inserted in the place of your answer. You will be able to fill in that answer later (but before the contract is signed).
Governing Law:
 Q. What is the governing law?

A. The governing law will be the jurisdiction in which the business was incorporated. The law of the governing jurisdiction will provide the authority for how the corporation will be managed and administered.
State:
Corporation Details:
Name of the Corporation:
Meeting Details:
Address of the Meeting:
(e.g. City, State, Zip Code)
Date of the Meeting: Click here to select a date from calendar
  (e.g. November 21, 2009)
Minutes of Last Regular Meeting Adopted:
Directors:
Number of Directors:
First Director's Name:
All Directors were Present: YesNo
Resolutions:

Q. Who is the "registered agent" of a corporation? A. The registered agent of a corporation is the person designated to receive legal and other official documents on behalf of a corporation.
Current Registered Agent:
New Registered Agent:
(e.g. Agent Name, City, State, Zip Code)
Current Owner of Shares:
New Owner of Shares:
Old Share Certificate Number:
(e.g. A-6, 23, etc.)
Is New Certificate Number Known:
New Share Certificate Number:
(e.g. A-6, 23, etc.)
Description of Shares:
(e.g. Class A voting, Class C redeemable, Class D Series 1, etc.)
Quantity of Shares:
(e.g. 10, 500, etc.)
Number of New Share Transactions:
How many new share certificates are to be issued.
Transaction Details First Transaction
Number of Shares:
(e.g. 10, 500, etc.)
Description of Shares:
(e.g. Class A voting, Class B non-voting, Class C preferred, etc.)
Consideration for each share of stock:
Enter an amount to be paid for each share of stock (e.g. 500.00, 10,000.00, etc.)
New owner of shares:
Enter the name of the owner of these shares (e.g. Robert Smith, Betty Thompson, etc.)
New Share Certificate Number:
Enter a new share certificate number if known. (e.g. A‑6, 23, etc.)
Second Transaction
Number of Shares:
(e.g. 10, 500, etc.)
Description of Shares:
(e.g. Class A voting, Class B non-voting, Class C preferred, etc.)
Consideration for each share of stock:
Enter an amount to be paid for each share of stock (e.g. 500.00, 10,000.00, etc.)
New owner of shares:
Enter the name of the owner of these shares (e.g. Robert Smith, Betty Thompson, etc.)
New Share Certificate Number:
Enter a new share certificate number if known. (e.g. A‑6, 23, etc.)
Third Transaction
Number of Shares:
(e.g. 10, 500, etc.)
Description of Shares:
(e.g. Class A voting, Class B non-voting, Class C preferred, etc.)
Consideration for each share of stock:
Enter an amount to be paid for each share of stock (e.g. 500.00, 10,000.00, etc.)
New owner of shares:
Enter the name of the owner of these shares (e.g. Robert Smith, Betty Thompson, etc.)
New Share Certificate Number:
Enter a new share certificate number if known. (e.g. A‑6, 23, etc.)
Fourth Transaction
Number of Shares:
(e.g. 10, 500, etc.)
Description of Shares:
(e.g. Class A voting, Class B non-voting, Class C preferred, etc.)
Consideration for each share of stock:
Enter an amount to be paid for each share of stock (e.g. 500.00, 10,000.00, etc.)
New owner of shares:
Enter the name of the owner of these shares (e.g. Robert Smith, Betty Thompson, etc.)
New Share Certificate Number:
Enter a new share certificate number if known. (e.g. A‑6, 23, etc.)
Fifth Transaction
Number of Shares:
(e.g. 10, 500, etc.)
Description of Shares:
(e.g. Class A voting, Class B non-voting, Class C preferred, etc.)
Consideration for each share of stock:
Enter an amount to be paid for each share of stock (e.g. 500.00, 10,000.00, etc.)
New owner of shares:
Enter the name of the owner of these shares (e.g. Robert Smith, Betty Thompson, etc.)
New Share Certificate Number:
Enter a new share certificate number if known. (e.g. A‑6, 23, etc.)
Sixth Transaction
Number of Shares:
(e.g. 10, 500, etc.)
Description of Shares:
(e.g. Class A voting, Class B non-voting, Class C preferred, etc.)
Consideration for each share of stock:
Enter an amount to be paid for each share of stock (e.g. 500.00, 10,000.00, etc.)
New owner of shares:
Enter the name of the owner of these shares (e.g. Robert Smith, Betty Thompson, etc.)
New Share Certificate Number:
Enter a new share certificate number if known. (e.g. A‑6, 23, etc.)
Currency:
All monetary amounts will be in the designated currency. Select the currency type: USD (US Dollars), CAD (Canadian Dollars) etc.
Q. What is a dividend? A. A dividend is a payment made to shareholders based on the number of shares they own. Payment can be in the form of cash (most common), new shares or even as an ownership interest in other corporate property. The amount of the dividend payment is generally a reflection of the corporation's after-tax earnings (profit). Whether or not a dividend payment is made to shareholders is decided by the directors of the corporation.
Currency:
All monetary amounts will be in the designated currency. Select the currency type: USD (US Dollars), CAD (Canadian Dollars) etc.
Dividend amount per share:
(e.g. 1.12, 21.00, etc.)
Share description:
(e.g. Class A voting, Class C redeemable, Class D Series 1, etc.)
Dividend Date: Click here to select a date from calendar
Any person who is a shareholder on the dividend date is entitled to a dividend (e.g. November 21, 2009)
Shareholder name:
Currency:
All monetary amounts will be in the designated currency. Select the currency type: USD (US Dollars), CAD (Canadian Dollars) etc.
Redemption amount per share of stock:
(e.g. 100.00, 1000.00, etc.)
Number of Shares to be redeemed:
(e.g. 100, 1000, etc.)
Description of Shares to be redeemed:
(e.g. Class A voting, Class C redeemable, Class D Series 1, etc.)
A banking resolution approves the opening and operation of a bank account with a specific bank or institution.
Bank Name:
Account Description:
(e.g. checking account, lockbox account, etc.)
Number of Signing Officers:
Name of first signing officer:
Name of second signing officer:
Name of third signing officer:
Name of fourth signing officer:
Name of fifth signing officer:
Name of sixth signing officer:
Describe the Contract and purpose of the Contract:
(e.g. a contract with ABC Corporation for the rental of a photocopier)
Contractor's Name:
Describe the general work that the contractor will be doing:
(e.g. providing bookkeeping services; providing network design and installation, etc.)
Employee's Name:
Employee Job Title:
(e.g. bookkeeper)
Purchaser name:
Number of signing authorities to revoke:
Name of first officer to be revoked:
Name of second officer to be revoked:
Name of third officer to be revoked:
Name of fourth officer to be revoked:
Name of fifth officer to be revoked:
Name of sixth officer to be revoked:
Number of signing officers to appoint:
Name of first signing officer:
Name of second signing officer:
Name of third signing officer:
Name of fourth signing officer:
Name of fifth signing officer:
Name of sixth signing officer:
Number of officers to remove
First officer removed
Name of first officer removed:
Title of first officer removed:
Do you wish to state cause for removal:
Number of Causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second officer removed
Name of second officer removed:
Title of second officer removed:
Do you wish to state cause for removal:
Number of Causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third officer removed
Name of third officer removed:
Title of third officer removed:
Do you wish to state cause for removal:
Number of Causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth officer removed
Name of fourth officer removed:
Title of fourth officer removed:
Do you wish to state cause for removal:
Number of Causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth officer removed
Name of fifth officer removed:
Title of fifth officer removed:
Do you wish to state cause for removal:
Number of Causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth officer removed
Name of sixth officer removed:
Title of sixth officer removed:
Do you wish to state cause for removal:
Number of Causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Number of Officers to appoint:
Name of first officer:
Title of first officer:
Name of second officer:
Title of second officer:
Name of third officer:
Title of third officer:
Name of fourth officer:
Title of fourth officer:
Name of fifth officer:
Title of fifth officer:
Name of sixth officer:
Title of sixth officer:
Number of directors resigning
Name of first resigning director:
Name of second resigning director:
Name of third resigning director:
Name of fourth resigning director:
Name of fifth resigning director:
Name of sixth resigning director:
Number of directors to remove
First director removed
Name of first director to be removed:
Do you wish to state the reason for removal:
Number of causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second director removed
Name of second director to be removed:
Do you wish to state the reason for removal:
Number of causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third director removed
Name of third director to be removed:
Do you wish to state the reason for removal:
Number of causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth director removed
Name of fourth director to be removed:
Do you wish to state the reason for removal:
Number of causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth director removed
Name of fifth director to be removed:
Do you wish to state the reason for removal:
Number of causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth director removed
Name of sixth director to be removed:
Do you wish to state the reason for removal:
Number of causes:
First Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Second Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Third Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fourth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Fifth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Sixth Cause:

(e.g. releasing corporate information to the media where such release was not duly authorized by the Corporation)
Number of directors to appoint
Name of first new director:
Name of second new director:
Name of third new director:
Name of fourth new director:
Name of fifth new director:
Name of sixth new director:
Number of Resolutions:
First Resolution:
Second Resolution:
Third Resolution:
Fourth Resolution:
(e.g. Bylaws No. 1 and No. 2 which are attached to this resolution as Schedule #1 and #2 are made Bylaws of the Corporation and copies of such Bylaws are directed to be inserted into the Minute and Record Book of the Corporation) (e.g. Bylaws No. 1 and 2 submitted to and read at this meeting of the Board of Directors of the Corporation are declared to be the Bylaws of the Corporation and copies of such Bylaws are directed to be inserted into the Minute and Record Book of the Corporation.)
Date Resolutions Signed:
 		 Click here to select a date from calendar
(e.g. November 21, 2009)
Are the resolutions effective on the date signed?

Date Resolution is Effective:
 		 Click here to select a date from calendar     Q. I do not know when this Resolution will become effective. Can I fill in the date later?

A. Yes - by leaving the field titled "Date Resolutions are Effective" blank, a blank line will be inserted into the document so that you can add the correct date after printing the document.
(e.g. November 21, 2009)
Signing Details:
Minutes Signed By: