Board Resolution Format for Debit Card

BOARD RESOLUTION FOR AUTHORIZATION OF CORPORATE DEBIT CARD FACILITY

Document ID: CORP-RES-FIN-001
Effective Date: [Date]
Version: 1.0
Governing Jurisdiction: [State/Province], [Country]

STATUTORY & LEGAL COMPLIANCE NOTICE

This document constitutes a formal corporate resolution. It is intended for use by a Board of Directors to authorize the issuance and management of corporate debit card facilities. This instrument assumes compliance with the organization’s Articles of Incorporation and Bylaws. Legal counsel should verify that the specific banking institution’s requirements are reconciled with these provisions. The drafting party assumes no liability for jurisdictional variations in corporate governance statutes.

I. RECITALS

WHEREAS, [Company Full Legal Name] (the “Company”), a corporation duly organized and existing under the laws of [Jurisdiction], requires the establishment of a corporate debit card facility to facilitate operational expenditures;

WHEREAS, the Board of Directors (the “Board”) has determined that it is in the best interest of the Company to authorize, execute, and deliver all necessary documentation to secure such financial instruments from [Bank/Financial Institution Name] (the “Bank”);

NOW, THEREFORE, BE IT RESOLVED, that the following resolutions are hereby adopted.

II. OPERATIVE CLAUSES

1. AUTHORIZATION OF DEBIT CARD FACILITY The Company is hereby authorized to enter into an agreement with the Bank for the issuance of corporate debit card(s) (the “Facility”) to designated employees, in an aggregate spending limit not to exceed [Amount in USD] per billing cycle.

2. DESIGNATION OF AUTHORIZED SIGNATORIES The following individuals (the “Authorized Officers”) are hereby authorized to sign, execute, and deliver in the name of and on behalf of the Company, any and all applications, agreements, and supplemental documentation required by the Bank to establish, maintain, or terminate the Facility:

• [Name of Authorized Officer 1], [Title]
• [Name of Authorized Officer 2], [Title]

3. SCOPE OF AUTHORITY & USAGE POLICY The Authorized Officers are empowered to delegate usage of the cards to specific employees (the “Cardholders”). The Company’s internal Corporate Expense Policy, as amended from time to time, shall govern all usage. Any breach of said policy by a Cardholder shall constitute a breach of employment terms and may subject the Cardholder to immediate revocation of card privileges.

4. LIMITATION OF LIABILITY The Company shall indemnify and hold harmless the Bank from any claims arising from the misuse of the Facility by the Company’s personnel, provided such claims do not arise from the Bank’s gross negligence or willful misconduct.

5. TERM & TERMINATION This authorization shall remain in full force and effect until the Board passes a subsequent resolution revoking this authority or providing written notice of termination to the Bank. The Company reserves the right to terminate the Facility at any time upon [Number] days’ written notice to the Bank.

6. GOVERNING LAW & DISPUTE RESOLUTION These resolutions and any agreements executed pursuant hereto shall be governed by and construed in accordance with the laws of [Jurisdiction]. Any dispute arising hereunder shall be subject to binding arbitration administered by [Arbitration Body] in [City/State].

III. EXECUTION & SIGNATURE BLOCKS

CERTIFICATION OF BOARD ACTION: I, the undersigned, being the duly elected [Secretary/Assistant Secretary] of [Company Full Legal 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 duly called and held on [Date], and that said resolution has not been rescinded or amended.

FOR [COMPANY FULL LEGAL NAME]: Signature: _____________________________________ Printed Name: [Authorized Signatory Name] Title: [Secretary/Director] Company: [Company Legal Name] Date: [Date]

FOR [FINANCIAL INSTITUTION / COUNTERPARTY]: Signature: _____________________________________ Printed Name: [Authorized Signatory Name] Title: [Title / Role] Date: [Date]

IV. STEP-BY-STEP EXECUTION & FILING GUIDE

1. Field Completion: Use "Find and Replace" (Ctrl+H) in your word processor to replace all bracketed text (e.g., [Company Full Legal Name]) with precise corporate data.
2. Verify Authority: Ensure the individual signing as "Secretary" is the incumbent officer of record. If the company is a single-member entity, have the sole Director sign in that capacity.
3. Digital Execution: Upload this document to a qualified e-signature platform (DocuSign, Adobe Sign, or HelloSign). Ensure the "Audit Trail" feature is enabled for regulatory compliance.
4. Bank Reconciliation: Contact your Bank’s commercial department to request their specific "Corporate Resolution Certificate." Often, banks require their own template; if so, attach this Board Resolution as an Exhibit to the bank’s internal form to ensure your specific internal policies (e.g., spending limits) are legally recorded.
5. Record Retention: File the executed original in the "Corporate Minute Book" and retain a digital copy in the permanent cloud-based legal repository. Access to this file should be restricted to the Finance and Legal departments.