Corporate Banking Resolution for South Africa

Corporate Banking Resolution Template for South Africa

A Corporate Banking Resolution is a formal document required under South African law that authorizes and establishes the parameters for a company's banking relationships. The document, governed by the Banks Act 94 of 1990 and Companies Act 71 of 2008, formally records the company's board resolution regarding banking arrangements, including the appointment of authorized signatories, specific banking powers granted, and operational parameters for bank accounts. It serves as the primary reference document for the bank-corporate relationship and must comply with South African banking regulations and corporate governance requirements.

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What is a Corporate Banking Resolution?

A Corporate Banking Resolution is a critical governance document required whenever a South African company needs to establish or modify its banking relationships. This document is necessary when opening new bank accounts, changing authorized signatories, or updating banking powers. It must comply with the South African Banks Act, Companies Act, and FICA requirements, while also adhering to the company's constitutional documents. The resolution typically follows a board meeting where these banking arrangements are approved and must be certified by appropriate company officers. It provides banks with the assurance that the company has properly authorized specific individuals to conduct banking activities and specifies the scope of their authority. This document is particularly important in the South African context where strict corporate governance standards and banking regulations require clear documentation of authority and decision-making.

What sections should be included in a Corporate Banking Resolution?

1. Company Details: Legal name of the company, registration number, and registered address

2. Resolution Date and Meeting Details: Date of the resolution and details of the meeting where the resolution was passed

3. Authority Confirmation: Confirmation of the board's authority to pass the resolution and reference to relevant company constitution clauses

4. Bank Account Authorization: Authorization to establish and maintain banking relationships with specified banks

5. Authorized Signatories: Designation of authorized persons who may operate bank accounts and their signing powers

6. Banking Powers: Specific powers granted regarding account operation, including deposits, withdrawals, loans, and other banking transactions

7. Signing Requirements: Specification of signing arrangements (e.g., single, joint, or threshold-based signing requirements)

8. Resolution Certification: Certification by company secretary or director that the resolution was properly passed

9. Execution: Formal execution of the resolution by authorized officers

What sections are optional to include in a Corporate Banking Resolution?

1. Electronic Banking Services: Authorization for online and electronic banking services - include when company requires digital banking access

2. Foreign Exchange Transactions: Powers related to foreign currency accounts and forex transactions - include for companies engaging in international business

3. Credit Facilities: Authorization for obtaining various forms of credit - include when company requires borrowing powers

4. Trade Finance: Powers related to trade finance instruments like letters of credit - include for companies involved in international trade

5. Investment Powers: Authorization for investment accounts and securities trading - include for companies requiring investment services

6. Subsidiary Accounts: Powers related to managing accounts of subsidiaries - include for holding companies with subsidiaries

What schedules should be included in a Corporate Banking Resolution?

1. Schedule A - Authorized Signatories List: Detailed list of authorized signatories with specimen signatures and signing limits

2. Schedule B - Specific Banking Powers: Detailed breakdown of authorized banking activities and associated limits

3. Schedule C - Bank Account Details: List of existing and authorized bank accounts covered by the resolution

4. Appendix 1 - Supporting Documents: List of required KYC documents and corporate documentation to be provided to the bank

5. Appendix 2 - Specimen Signatures: Official specimen signatures of all authorized signatories

6. Appendix 3 - Company Extract: Extract from company registration documents confirming authority to pass 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

South Africa

Publisher

Genie AI

Document Type

Board Resolution

Cost

Free to use
Relevant legal definitions
Relevant Industries

Financial Services

Manufacturing

Retail

Mining

Technology

Healthcare

Construction

Agriculture

Telecommunications

Real Estate

Energy

Transport and Logistics

Professional Services

Tourism and Hospitality

Education

Relevant Teams

Finance

Legal

Treasury

Corporate Secretariat

Executive Management

Board of Directors

Risk Management

Compliance

Corporate Governance

Accounts

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Financial Director

Company Secretary

Treasury Manager

Finance Manager

Managing Director

Board Director

Financial Controller

Accounts Manager

Corporate Governance Officer

Risk Manager

Legal Counsel

Board Chairman

Executive Director

Industries
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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