Document background
The Resolution of Sole Director is a fundamental corporate governance instrument used in Philippine corporations operating under a single-director structure. This document type is specifically recognized under the Revised Corporation Code of the Philippines and related SEC regulations, particularly relevant for small corporations, startups, and closely-held companies. It's utilized when the sole director needs to formally document important corporate decisions, such as opening bank accounts, authorizing transactions, appointing officers, approving contracts, or making significant business changes. The resolution must meet specific legal requirements regarding content, format, and execution to be valid under Philippine law. This document type is particularly important as it serves both as an internal record of corporate decisions and as external evidence of corporate authority when dealing with third parties.
