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Board Resolution For Bank Account Signatory Template for the United States

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What is a Board Resolution For Bank Account Signatory?

A Board Resolution For Bank Account Signatory is essential when a company needs to establish or modify banking relationships and authorize specific individuals to conduct banking transactions. This document is commonly required when opening new bank accounts, changing authorized signatories, or updating signing authorities. In the United States, banks require this formal resolution to comply with federal banking regulations and state corporate laws. The resolution typically specifies who can sign checks, make withdrawals, access online banking, and execute other banking transactions. It provides legal protection for both the bank and the company by clearly documenting the board's authorization of specific individuals to act on the company's behalf in banking matters.

About the Board Resolution For Bank Account Signatory

A banking resolution is how your board, or for an LLC its members or managers, puts an authorized signatory list on record so a bank will let named people operate the company's accounts. It confirms the company has approved specific individuals to open a business bank account, sign checks, order wire transfers, and manage funds and banking services. Banks treat this document as their proof of corporate authority, and most require a signed copy on file before they open the account or change signing permissions.

What is a banking resolution?

It is a written record of a board or member decision that identifies each authorized signatory by full legal name and title and states exactly what each person may do with the company's bank accounts. A well-drafted resolution covers account opening, deposits, withdrawals, check signing, wire and ACH transfers, online banking access, and the ability to close accounts. It also states whether one signatory can act alone or whether two or more members must sign together for certain transactions. "Banking resolution" and "bank resolution" are used interchangeably for this document; both name the same board authorization your bank keeps on file.

Do you need a banking resolution for an LLC?

Most banks ask an LLC for a banking resolution, or a comparable member or manager authorization, before they open a business bank account. Even single-member LLCs are often asked to confirm in writing who may operate the account. The resolution is adopted under the LLC's operating agreement and the relevant state LLC act rather than corporate bylaws, but it records the same information: the entity's legal name, the authorized signatories, the banking services approved, and any signing limits. If you register a new LLC bank account or add a manager with banking duties, a fresh resolution keeps the bank's records accurate. This template works for an LLC, a corporation, or a nonprofit; you adjust who approves it to match your entity.

When do you need this document?

You'll use this resolution when you open a new corporate or LLC bank account, since financial institutions require formal authorization before establishing a business relationship. People who start a business and need to open a business bank account usually hit this requirement in the first week, often alongside the EIN the bank needs for tax purposes. Banks also request an updated resolution when you add or remove authorized signatories, change account permissions, or modify online banking access. Companies restructuring their financial management or onboarding new executives with banking responsibilities put a fresh resolution in place. Some banks ask for a refreshed signatory resolution on a set schedule, often annually, to keep authorization records current.

Who uses a banking resolution?

Corporations, LLCs, and nonprofits all use banking resolutions to give their bank a clear record of who may act on the accounts. For a small business or growing company, it is often the first governance document a bank asks to see when you start the account. Nonprofits use the same structure to authorize officers or board members to handle grant funds and operating accounts, and to satisfy funders who want documented financial controls. The format is close to a corporate resolution granting signing authority, narrowed to banking matters.

Key points to get right

Define the scope of authority for each signatory, including check-signing limits, wire transfer permissions, and online banking access levels. Set dual-signature thresholds for large transactions to reduce fraud risk, and state whether signatories act individually or must sign in combination. Include a plan for emergencies where a primary signatory is unavailable, and cover succession for key financial roles. Keep the authorization at the company level: the resolution records corporate or LLC banking authority, not an individual's personal account powers, which keeps business and personal finances cleanly separated. Many companies limit the duration of signatory powers and build in a review period so the authorized list stays accurate.

What information goes into it?

Include the following content so the bank can process the account without back-and-forth:

  • The company's legal name and entity type (corporation, LLC, or nonprofit)
  • The date of the resolution and the place of the board meeting or written consent
  • The names and titles of every authorized signatory
  • The specific banking powers granted to each, plus any transaction limits
  • Contact details for the certifying officer, such as a phone number or email, where the bank asks for them
  • The signature of the authorized officer or member certifying the resolution

Banks match these details against their own forms, so complete legal names and identification details help the account open without delay. Some banks also ask for a certified copy of the resolution, meaning a copy an officer signs to confirm it is a true and current record of what the board or members approved.

Worked example

A two-member LLC opens its first business bank account. The resolution reads: "Resolved, on [date of resolution], that Acme Holdings LLC authorizes Jane Doe (Managing Member) and John Roe (Member) to open a business bank account with [Bank], sign checks, and initiate wire and ACH transfers. Checks and wires above $10,000 require both members to sign. Jane Doe is authorized to certify this resolution as a true copy for the bank." Jane signs as the certifying member, and the bank keeps the signed copy on file before activating the account.

How does it work with your other governance documents?

A banking resolution sits alongside your Articles of Incorporation and bylaws, or an LLC operating agreement, which set out how banking authority can be delegated. If an earlier resolution named different signatories, the new one should supersede it so the bank works from a single current record. You can generate and adapt this and related governance documents from GenieAI's board resolution templates, then download a signed copy for your bank.

Federal identification rules mean banks verify each authorized signatory and keep current documentation of their power to act, so your resolution should carry complete legal names, titles, and identification details for everyone listed. Federal Reserve guidance leads banks to obtain proper corporate authorization before opening an account, which is why the resolution is a standard part of onboarding. State corporate and LLC laws differ, but they generally expect the resolution to follow a set format, reference proper meeting or written-consent documentation, and show lawful board or member approval. The resolution is signed by an authorized officer or member and, depending on the state and the bank's policy, may need notarization.

Governing law

Applicable law

This Board Resolution For Bank Account Signatory is drafted to comply with United States law. Key legislation includes:

These are the U.S. laws and documents that shape how a banking resolution is prepared, verified, and relied on by your bank.

Bank Secrecy Act (BSA): Obligates banks to help detect and prevent money laundering, so signatory authority is documented and traceable in your resolution.

USA PATRIOT Act: Sets customer identification standards, so banks confirm the identity of every corporate or LLC account signatory named in the resolution.

Federal Reserve Regulations: Govern banking practices and operations that shape how corporate banking relationships and signing authority are structured.

FDIC Requirements: Federal Deposit Insurance Corporation guidelines that affect business banking relationships and how signatory arrangements are handled.

State Corporate Laws: Govern corporate operations and delegated powers, including how a corporation may authorize named members to open and operate bank accounts.

Delaware General Corporation Law: Applies if the company is incorporated in Delaware, shaping how board resolutions are adopted and documented.

State LLC Acts: Govern Limited Liability Companies and how an LLC approves members or managers to open a business bank account where the entity is an LLC rather than a corporation.

LLC Operating Agreement: The LLC's internal governance document, which usually states who may bind the company to banking services and how that approval is recorded.

State Nonprofit Corporation Acts: Govern how nonprofit boards authorize officers to open accounts and manage funds, relevant to a nonprofit banking resolution.

Sarbanes-Oxley Act: Applies to publicly traded companies and covers financial controls and authorizations that touch banking arrangements.

Securities Exchange Act: Federal securities law that can affect banking arrangements for publicly traded companies.

Articles of Incorporation: The company's founding document, which may contain provisions about banking authority and financial powers.

Company Bylaws: Internal governance rules that usually set out how banking powers are delegated and exercised.

Existing Corporate Resolutions: Earlier board resolutions that a new banking resolution may need to supersede to keep the signatory record current.

Bank-Specific Requirements: Each bank's own forms, documentation, and procedures for establishing corporate or LLC account signatories and services.

State Banking Regulations: State-level rules governing banking relationships and business account management.

State Signature Authority Rules: State-level rules on how signature authority must be documented and exercised.

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Reviewed by

Swetha Meenal

Legal Engineer, GenieAI

A lawyer, legal researcher and legal tech founder, Swetha has built AI products deployed inside Tier 1 firms and enterprises. She ensures GenieAI's alignment with the latest regulation and executes testing on the legal robustness of Genie output.

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Imad Mohammed Nazar profile photo

Reviewed by

Imad Mohammed Nazar

Legal Engineer, GenieAI

A Skadden-trained M&A lawyer, Imad advised on cross-border transactions and contractual risk before moving into legal AI. He reviews GenieAI's output for compliance and enforceability across our 150+ supported jurisdictions, as well as facilitating external benchmarking.

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