Corporate Resolution example
A completed signing authority resolution: a small Ohio corporation authorizes two officers to run its new bank account.
| Subject | Opening of a business checking account |
|---|---|
| Resolution no. | 2026-04 |
| Date adopted | October 2, 2026 |
| Action taken by | Meeting |
At a meeting of the Board of Directors of Cedar Ridge Bakery, Inc. (the "Company") held on October 2, 2026 at the Company's office, 410 Main Street, Columbus, Ohio, the following resolutions were adopted:
WHEREAS, the Company needs a separate operating account for its new wholesale division.
RESOLVED, that the Company open a business checking account with First County Bank.
FURTHER RESOLVED, that the persons named below are authorized to sign checks, agreements and other documents, and to open, operate and close accounts with First County Bank, on behalf of the Company, each within the limit stated next to their name.
| Name | Title | Signing limit | Specimen signature |
|---|---|---|---|
| Laura Chen | President | No limit | |
| Marcus Webb | Treasurer | Up to $25,000 per transaction |
FURTHER RESOLVED, that the officers of the Company are authorized to sign any documents and take any actions reasonably necessary to carry out the foregoing resolutions.
I, Dana Ortiz, certify that I am the Secretary of Cedar Ridge Bakery, Inc., that the above is a true and correct copy of resolutions adopted on October 2, 2026, and that these resolutions have not been modified or rescinded and remain in effect.
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How do I write a corporate resolution?
A corporate resolution records one decision in a fixed order: who decided, when and how, what was decided, and who confirms it. Follow these steps, or let the generator above assemble them for you.
- Identify the company. Use the exact legal name, entity type and state of formation shown on the company's formation documents.
- Say how the decision was made. Record whether it was adopted at a meeting (with the date and place) or by unanimous written consent without a meeting. Your bylaws or operating agreement say which methods are allowed.
- State the background. Optionally add a short "whereas" recital explaining why the decision is needed. Keep it factual.
- Write the resolved clauses. Write each decision as a clause starting with "that": the first is RESOLVED, the rest FURTHER RESOLVED. One action per clause is easier for banks and auditors to read.
- Name who may act. For a signing authority resolution, list each authorized person, their title and any dollar limit.
- Certify, sign and file. The directors, members or managers sign, and the secretary certifies the copy. Keep the original with the company's minutes and records.
What is a corporate resolution?
A corporate resolution is a written record of a formal decision made by a company's board of directors or, for an LLC, its members or managers. It shows a bank, a landlord, a lender or an auditor that the people with authority approved a specific action, such as opening an account or signing a lease.
How do I get a corporate resolution for my LLC?
An LLC makes its own resolution: you do not request it from the state. Check your operating agreement to see whether members or managers decide, choose the LLC resolution option above, write the decision, and have the required members or managers sign. Keep the signed copy with the LLC's records.
Banks often ask a single-member LLC for a resolution too, to show who may sign. The same document works: the sole member adopts and signs it.
What is the correct format for a resolution?
The usual format is a title naming the company and the body that acted, an opening paragraph stating the date and whether it was a meeting or written consent, optional WHEREAS recitals, one or more RESOLVED clauses, then signature lines and a secretary's certification. Each resolved clause starts with "that".
Some banks ask for a resolution in letter format on company letterhead. The DOCX download lets you paste the same text under your letterhead and keep the certification block at the end.
Each part explained
- Title and company
- Identifies the entity exactly as registered and the body acting: board, members or managers.
- Meeting or written consent
- Shows how the decision was taken. Whether written consent must be unanimous, and what quorum applies at a meeting, depends on your governing documents and state law.
- Whereas recital
- Optional background that explains the reason for the decision.
- Resolved clauses
- The decisions themselves, one action each.
- Signing authority table
- Lists authorized signers, titles and limits, with room for specimen signatures that banks often request.
- Certification
- The secretary confirms the copy is accurate and still in effect, which third parties rely on.
Frequently asked questions
What is an example of a simple resolution?
A simple resolution can be one sentence: "RESOLVED, that the Company open a business checking account with First County Bank and that Laura Chen, President, is authorized to sign on the account." Add the company name, the date, how it was adopted and the signatures, and the resolution is complete.
Who can sign a corporate resolution?
Usually the directors who adopted it sign, or all of them when it is a written consent, and the corporate secretary certifies the copy. In an LLC, the members or managers sign, as the operating agreement provides. Check your bylaws or operating agreement, since they define who has authority to act.
Does a corporate resolution need to be notarized?
Many resolutions are signed without a notary and kept in the company's records. Some banks, title companies or government agencies ask for a notarized or certified copy for particular transactions. Ask the institution that requested the resolution what form it accepts, and consult an attorney if you are unsure.
Is a resolution the same as meeting minutes?
No. Minutes summarize everything discussed and decided at a meeting, while a resolution records one specific decision in formal language. Resolutions adopted at a meeting are usually referenced in the minutes too. When a third party such as a bank needs proof of a decision, it normally asks for the resolution.
Is this corporate resolution template free?
Yes. Every resolution type, including the LLC and signing authority versions, is free to fill in and download as a Word or PDF file. No account is needed, there is no watermark, and the text you enter is processed in your browser rather than sent to our servers.