Board Resolution To Remove Signatory From Bank Account Template for the United States

When your corporation needs to remove someone's access to company bank accounts, you need a properly executed board resolution that complies with United States corporate law. This formal document provides your bank with the legal authority to update account mandates and ensures your company follows proper corporate governance procedures. Without this resolution, banks typically cannot process signatory removal requests, leaving your accounts potentially vulnerable to unauthorized access.

When do you need this document?

You'll need this resolution whenever an authorized signatory leaves your company, whether through resignation, termination, or role changes. It's essential when former employees, directors, or officers should no longer have access to corporate funds. You'll also need it during corporate restructuring, mergers, or when updating your banking relationships. Many companies use this resolution proactively when key personnel change roles but don't require continued banking access. Banks often require this documentation before processing any signatory changes, making it a critical step in maintaining proper account security.

Key legal considerations

Your resolution must include specific elements to be legally effective and bank-compliant. The document should clearly identify the company, specify the exact bank accounts affected, and name the individual being removed. You'll need to include meeting details showing proper notice and quorum requirements were met according to your corporate bylaws. The resolution should reference your company's authority under its articles of incorporation and bylaws to make banking changes. Consider including language that immediately revokes all prior banking authorities granted to the removed signatory. You should also ensure the resolution is properly certified by your corporate secretary and includes appropriate corporate seals or signatures as required by your bank.

Legal requirements in United States

Under United States corporate law, your board must follow specific procedures when passing resolutions affecting banking relationships. You must comply with your state's corporation laws, which typically require proper meeting notice, quorum establishment, and majority voting. Delaware General Corporation Law and the Model Business Corporation Act provide frameworks that many states follow for corporate governance requirements. Federal banking regulations, including the Bank Secrecy Act and USA PATRIOT Act, may require banks to verify the legitimacy of signatory changes through proper documentation. Your resolution must align with SEC record-keeping requirements if your company is publicly traded. Some states require specific language or filing procedures for banking resolutions, so check your jurisdiction's requirements. Banks often have their own internal policies requiring additional certifications or notarization, which you should confirm before finalizing your resolution.