A Corporate Borrowing Resolution is essential when a company needs to establish or modify its borrowing relationship with financial institutions. This document, governed by U.S. corporate law, formally delegates authority to specific individuals to act on behalf of the corporation in financial matters. It typically includes details about authorized borrowing limits, permitted types of credit arrangements, and specific powers granted to named individuals. Financial institutions require this resolution to ensure the company has properly authorized the borrowing and to protect themselves from claims that the borrowing was unauthorized.
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1. Title and Date: Corporate resolution number, date, and company details
2. Recitals: Statement of the board meeting details and quorum confirmation
3. Purpose: States the purpose of obtaining credit/borrowing authority
4. Authorization: Specific borrowing powers being granted
5. Authorized Persons: Names and titles of persons authorized to execute loan documents
1. Borrowing Limits: Maximum authorized borrowing amounts - used when company wants to set specific limits on borrowing authority
2. Specific Transaction Details: Details of specific planned borrowing - used when resolution is for a specific transaction rather than general authority
3. Collateral Authorization: Authority to pledge assets as security - used when secured borrowing is contemplated
1. Schedule A - Authorized Signatories: Detailed list of authorized persons with specimen signatures
2. Schedule B - Borrowing Limits Table: Detailed breakdown of authorized borrowing limits by type/purpose
3. Schedule C - Certificate of Incumbency: Certification of current officers and their positions
Relevant legal definitions
Corporation
Board of Directors
Authorized Officers
Authorized Representatives
Banking Resolution
Borrowing Authority
Credit Facilities
Financial Institution
Loan Documents
Security Interest
Borrowing Limit
Collateral
Specimen Signature
Corporate Seal
Resolution Date
Governing Law
Secretary's Certificate
Incumbency Certificate
Board of Directors
Authorized Officers
Authorized Representatives
Banking Resolution
Borrowing Authority
Credit Facilities
Financial Institution
Loan Documents
Security Interest
Borrowing Limit
Collateral
Specimen Signature
Corporate Seal
Resolution Date
Governing Law
Secretary's Certificate
Incumbency Certificate
Clauses
Authorization and Powers
Borrowing Limits
Execution Authority
Officer Designation
Specimen Signatures
Document Authentication
Banking Relationship
Collateral Powers
Security Interest
Duration of Authority
Certification
Amendment Powers
Prior Resolutions
Ratification
Attestation
Corporate Seal
Governing Law
Borrowing Limits
Execution Authority
Officer Designation
Specimen Signatures
Document Authentication
Banking Relationship
Collateral Powers
Security Interest
Duration of Authority
Certification
Amendment Powers
Prior Resolutions
Ratification
Attestation
Corporate Seal
Governing Law
Relevant Industries
Relevant Teams
Relevant Roles
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