Board Resolution Format for Bank Authorised Signatory

BOARD RESOLUTION: APPOINTMENT OF AUTHORIZED SIGNATORY

CERTIFIED EXTRACT OF THE MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF [COMPANY NAME] HELD ON [DATE] AT [TIME] AT [REGISTERED OFFICE ADDRESS].

1. DOCUMENT PREAMBLE & RECITALS

WHEREAS, [Company Name], a corporation duly organized and existing under the laws of [Jurisdiction], having its principal place of business at [Address] (hereinafter the "Company"), requires the establishment of banking facilities with [Bank Name] (the "Bank");

WHEREAS, the Board of Directors of the Company (the "Board") has determined that it is in the best interest of the Company to authorize specific individuals to act on its behalf regarding banking operations;

NOW, THEREFORE, BE IT RESOLVED, that the following resolutions are hereby adopted, effective as of [Effective Date] (the "Effective Date").

2. OPERATIONAL DEFINITIONS

1. "Authorized Signatory" refers to the individual(s) named in Schedule A who are empowered to execute financial documents on behalf of the Company.
2. "Banking Facilities" refers to any accounts, credit lines, or treasury services provided by the Bank to the Company.
3. "Instruction" refers to any written, electronic, or verbal request issued by the Authorized Signatory to the Bank regarding the operation of accounts.
4. "Specimen Signature" refers to the verified signature of the Authorized Signatory on file with the Bank.
5. "Notice Period" refers to the mandatory duration of 30 business days required for any amendment or revocation of this authority.

3. SUBSTANTIVE TERMS & OBLIGATIONS

1. Appointment: The Board hereby appoints [Signatory Name], holder of [ID/Passport Number], as the Authorized Signatory for the Company’s accounts with the Bank.
2. Scope of Authority: The Authorized Signatory is empowered to open, maintain, and close bank accounts; draw, sign, and endorse checks; execute loan agreements up to [Dollar Amount]; and provide instructions for wire transfers or electronic fund movements.
3. Representations: The Company represents that it possesses full corporate power to enter into banking arrangements and that the Authorized Signatory acts within the scope of their delegated authority.
4. Duty of Care: The Authorized Signatory shall perform their duties in accordance with the Company’s internal financial control policies and the Bank’s standard terms and conditions.

4. DEFAULT, TERMINATION, AND REMEDIES

1. Breach: Any unauthorized use of the Bank account or fraudulent misrepresentation by the Authorized Signatory shall constitute a material breach of this resolution.
2. Termination of Authority: The Company may terminate the authority granted herein by providing the Bank with a formal written notice, effective no later than 30 business days following receipt by the Bank.
3. Cure Period: In the event of a technical default regarding administrative banking procedures, the Company shall be afforded a cure period of 30 business days to rectify the deficiency before the Bank may suspend account privileges.
4. Remedies: In the event of a breach, the Company reserves the right to seek injunctive relief, damages, and full restitution from the Authorized Signatory.

5. BOILERPLATE LEGAL PROVISIONS

1. Governing Law: This resolution shall be governed by and construed in accordance with the laws of [Jurisdiction], without regard to conflict of law principles.
2. Dispute Resolution: Any dispute arising out of this resolution shall be submitted to binding arbitration in [City/State] under the rules of the [Arbitration Association].
3. Severability: If any provision of this resolution is held to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable.
4. Entire Agreement: This document constitutes the entire agreement between the Company and the Bank regarding the appointment of the Authorized Signatory, superseding all prior resolutions.
5. Force Majeure: Neither party shall be held liable for failure to perform duties due to acts of God, war, terrorism, or other events beyond their reasonable control.

6. FORMAL EXECUTION BLOCK

CERTIFIED TRUE COPY

I, [Secretary Name], Secretary of [Company Name], do hereby certify that the foregoing is a true and correct copy of the resolution adopted by the Board of Directors at a meeting held on the date first above written, and that said resolution has not been amended or repealed.

FOR THE COMPANY:

Signature of Secretary/Director Name: [Secretary Name] Title: [Title] Date: [Date]

FOR THE BANK (Acknowledgement of Receipt):

Authorized Bank Officer Name: [Officer Name] Title: [Title] Date: [Date]

SCHEDULE A: SPECIMEN SIGNATURE(S)

Name: [Signatory Name] Position: [Title] Specimen Signature: ___________________________