Board Resolution For General Authorisation for the United States

Board Resolution For General Authorisation Template for United States

A Board Resolution for General Authorization is a formal document that records decisions made by a company's Board of Directors, granting specific individuals or roles the authority to act on behalf of the company. Under U.S. corporate law, these resolutions serve as official evidence of the board's approval and delegation of authority, typically covering activities such as executing contracts, managing bank accounts, or handling specific business operations. The document must comply with both federal and state corporate governance requirements, including those specified in the company's bylaws.

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What is a Board Resolution For General Authorisation?

A Board Resolution for General Authorization is essential when a company needs to formally delegate authority to specific individuals to conduct business operations. This document is commonly used in the United States when boards need to authorize officers or employees to execute contracts, manage financial accounts, or represent the company in various capacities. The resolution must align with state corporate laws and the company's governing documents, typically including details about the scope of authority, any limitations, and the duration of the authorization. It serves as legal evidence of the board's approval and helps establish clear chains of authority within the organization.

What sections should be included in a Board Resolution For General Authorisation?

1. Title and Date: Formal identification of the document as a board resolution with date of adoption

2. Company Information: Legal name and registration details of the company

3. Recitals: Background information and reasons for the resolution

4. Resolution Statement: The formal 'RESOLVED' statements detailing the authorizations being granted

5. Certification: Statement certifying the resolution's validity and adoption

What sections are optional to include in a Board Resolution For General Authorisation?

1. Specific Authorizations: Detailed list of specific powers being granted, used when authorization scope needs precise definition

2. Time Limitations: Temporal restrictions on the authorization, used when authority should be limited in duration

3. Delegation Provisions: Terms for further delegation of authority, included when sub-delegation may be necessary

What schedules should be included in a Board Resolution For General Authorisation?

1. List of Authorized Signatories: Schedule detailing names and positions of individuals granted specific signing authority

2. Authorization Limits: Schedule specifying monetary or other limits of authorization

3. Supporting Documents: Any relevant supporting documentation referenced in the resolution

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

United States

Publisher

Genie AI

Document Type

Board Resolution

Cost

Free to use
Industries

Delaware General Corporation Law: Primary corporate law statute if the company is incorporated in Delaware, governing corporate structure, shareholder rights, and board responsibilities

Securities Exchange Act of 1934: Federal law regulating secondary trading of securities and requiring periodic reporting for publicly traded companies

Sarbanes-Oxley Act 2002: Federal law establishing enhanced corporate accountability standards for public companies, including requirements for internal controls and financial reporting

Dodd-Frank Act: Federal legislation implementing financial regulatory reform, affecting corporate governance and disclosure requirements

State Corporation Laws: Specific corporate laws of the state where the company is incorporated, governing corporate formation, operation, and dissolution

State Business Codes: State-specific regulations governing business operations and corporate conduct within the state

State Securities Regulations: State-level securities laws (Blue Sky Laws) governing securities transactions within the state

Articles of Incorporation: Company's founding document that outlines basic corporate structure and purpose, must be considered in board resolutions

Corporate Bylaws: Internal rules governing the company's operation, including procedures for board meetings and resolutions

Corporate Governance Guidelines: Company-specific policies and procedures for corporate governance and board operations

Board Committee Charters: Documents defining the roles, responsibilities, and authority of various board committees

Industry-Specific Regulations: Sector-specific rules and requirements that may affect board decisions and authorizations

Meeting Requirements: Legal requirements for board meetings, including notice periods, quorum requirements, and voting thresholds

Record-Keeping Requirements: Legal obligations for maintaining corporate records, including board resolutions and meeting minutes

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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