Free Corporate Resolution Form

A corporate resolution is a written record of a significant decision made by a company. It documents actions approved by the board of directors, shareholders, or company members.

Resolutions help show that the company, not an individual, authorized a decision. This creates a clear paper trail and can help limit personal liability.

While most resolutions are kept for internal records, banks, lenders, and government agencies may request them before approving transactions.

Corporate resolutions are most common for corporations, including S corporations and C corporations. However, LLCs also use resolutions to formally record major business decisions.

Tip: Safeguard your business and establish its operational framework with an LLC operating agreement.

Corporate resolutions are used for major actions, not everyday business activity.

You may need a corporate resolution when:

• Opening or changing a business bank account
• Taking out a loan or line of credit
• Hiring or appointing company officers
• Issuing or transferring ownership interests
• Entering into a significant business contract
• Buying or selling company property
• Approving major marketing or expansion plans

Your company’s bylaws or operating agreement may also require resolutions for certain actions.

A well-written resolution clearly states what was approved and who has authority to act.

1. Add Company Information

Include the company’s legal name and address. Note whether the business is a corporation or an LLC.

2. State the Resolution

Describe the action being approved in clear, direct language. You may include more than one resolution if needed. Reference the section of the bylaws that allows the resolution.

Example: It is resolved that the company is authorized to open a bank account with [Bank Name], and that [Authorized Person] may sign on behalf of the company.

3. Record the Date and Location

List the date the resolution was adopted and where the decision was made. This creates a complete and reliable record.

4. List the Decision-Makers

Identify the directors, members, or shareholders who approved the resolution. Many companies require a quorum, meaning a minimum number of decision-makers must be present.

Most resolutions also include a certificate signed by the company secretary or record keeper to confirm the resolution is accurate.

5. Sign the Resolution

Have the required parties sign the document. While notarization is not always required, some banks or agencies may request it.