Document background
A Board of Directors Resolution is a crucial corporate governance document used in the Philippines to formally document decisions made by a company's board of directors. This document type is mandatory under the Revised Corporation Code of the Philippines for significant corporate actions and decisions. It serves multiple purposes: providing a legal record of board decisions, demonstrating compliance with corporate governance requirements, authorizing specific actions or transactions, and protecting the interests of the corporation and its stakeholders. The resolution must follow specific formatting and content requirements as mandated by Philippine law and SEC regulations, including proper documentation of the meeting, attendance, voting results, and certification by the Corporate Secretary. It's particularly important for major corporate actions such as opening bank accounts, property transactions, entering into significant contracts, appointing officers, or modifying corporate policies.
