A Board Resolution To Authorise Director is a crucial corporate governance document used when a company needs to formally delegate specific powers to a director. This document, compliant with U.S. corporate law requirements, specifically outlines the scope of authority being granted, any limitations or conditions, and the duration of such authorization. It serves as official evidence of the board's decision and protects both the company and the director by clearly defining the parameters of the authorization. Typically used for major corporate actions, opening bank accounts, entering into significant contracts, or representing the company in important matters.
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1. Title and Date: Formal title of resolution and date of meeting
2. Company Details: Full legal name and registration details of the company
3. Recitals: Background information explaining why the resolution is needed
4. Resolution Statement: The formal decision being made by the board
5. Authorization Details: Specific powers being granted to the director
6. Certification: Statement certifying the resolution was properly passed
1. Limitations of Authority: Specific restrictions on the director's authority, used when the authorization needs to be limited in scope
2. Duration of Authority: Time period for which the authorization is valid, used when the authorization is temporary or time-bound
3. Reporting Requirements: How the director should report on their activities, used when ongoing oversight needs to be maintained
1. Schedule of Powers: Detailed list of specific powers being granted
2. Director Information: Biographical information and qualifications of the director
3. Supporting Documents: Any relevant documents referenced in the resolution
Board of Directors
Company
Director
Authorized Powers
Resolution Date
Effective Date
Meeting
Bylaws
Articles of Incorporation
Authorized Representative
Corporate Seal
Secretary
Governing Law
Quorum
Special Meeting
Regular Meeting
Authorized Signatory
Scope of Authority
Term of Authorization
Delegated Powers
Board Resolution
Minutes
Certification
Meeting Details
Quorum Confirmation
Purpose and Background
Grant of Authority
Scope of Powers
Duration and Term
Limitations and Restrictions
Required Reporting
Bank Account Authority
Signing Powers
Document Execution
Corporate Seal Usage
Delegation Rights
Revocation Rights
Certification
Attestation
Governing Law
Amendment Rights
Previous Resolutions
Effective Date
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