Board Resolution Format for Selling the Property

CORPORATE RESOLUTION OF THE BOARD OF DIRECTORS

Document ID: CORP-RES-PROP-202X-001
Effective Date: [Date]
Version: 1.0
Governing Jurisdiction: [State/Province], [Country]

CLINICAL LEGAL NOTICE

This document is provided for informational and drafting guidance purposes only. It does not constitute specific legal advice. Real estate transactions involving corporate entities are subject to specific statutory requirements under the applicable Business Corporations Act, corporate bylaws, and local property laws (including Statute of Frauds). Users are advised to consult with local legal counsel to verify compliance with the specific quorum, notice, and voting requirements mandated by the entity’s Articles of Incorporation and Bylaws.

I. RECITALS

WHEREAS, [Company Full Legal Name] (the "Company") is the registered owner of the real property situated at [Full Physical Address of Property], legally described as [Legal Description or Parcel ID] (the "Property");

WHEREAS, the Board of Directors (the "Board") has determined that it is in the best interest of the Company to divest the Company’s interest in the Property;

WHEREAS, the Board has reviewed the terms and conditions of the proposed Sale Agreement with [Buyer Full Legal Name] (the "Buyer") for a total consideration of [Amount in USD] (the "Purchase Price").

II. OPERATIVE RESOLUTIONS

1. Authorization of Sale The Board hereby authorizes and approves the sale of the Property to the Buyer in accordance with the terms and conditions set forth in the Purchase and Sale Agreement (the "Agreement"), the draft of which has been reviewed by the Board.

2. Execution of Documents [Authorized Signatory Name], in their capacity as [Title/Role] of the Company, is hereby authorized, empowered, and directed, for and on behalf of the Company, to execute, deliver, and perform the Agreement, and to execute any and all deeds, bills of sale, assignments, transfer tax affidavits, escrow instructions, and other ancillary documents (collectively, the "Transaction Documents") as may be necessary or appropriate to effectuate the sale of the Property.

3. Allocation of Proceeds The Board authorizes the [CFO/Treasurer/Authorized Officer] to receive the Purchase Price on behalf of the Company and to apply such funds toward the satisfaction of any existing encumbrances, transaction costs, commissions, and taxes, with the remaining net proceeds to be deposited into the Company’s general operating account or such other account as the Board may direct.

4. Ratification of Prior Acts Any and all actions heretofore taken by any director, officer, or agent of the Company in connection with the negotiation of the sale of the Property are hereby ratified, confirmed, and approved in all respects as the act and deed of the Company.

5. Authority and Term This resolution shall remain in full force and effect until such time as the Transaction Documents have been fully executed and the transfer of title has been recorded in the applicable land registry, or until such time as the Board, by subsequent resolution, revokes this authority.

III. EXECUTION & SIGNATURE BLOCKS

CERTIFICATION: The undersigned, being the [Secretary/Assistant Secretary] of [Company Full Legal Name], hereby certifies that the foregoing is a true, complete, and accurate copy of the resolutions duly adopted by the Board of Directors of the Company at a meeting held on [Date of Meeting], at which a quorum was present and voting, and that said resolutions have not been amended, rescinded, or revoked.

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

ATTESTED BY (SECRETARY): Signature: _____________________________________ Printed Name: [Secretary Name] Title: Secretary Date: [Date]

IV. STEP-BY-STEP EXECUTION & FILING GUIDE

1. Drafting Verification: Open the document in your preferred word processor. Use "Find/Replace" (Ctrl+H) to systematically populate all bracketed fields. Ensure the "Legal Description" exactly matches the deed currently on file.
2. Verifying Authority: Before execution, verify the Company’s Bylaws to ensure that a majority of the Board (or the required super-majority) has voted in favor of the sale. If the Property constitutes "substantially all" of the Company's assets, confirm if shareholder approval is required by the jurisdiction.
3. Digital Execution:
   • Upload the finalized PDF to a secure e-signature platform (e.g., DocuSign, Adobe Sign, or HelloSign).
   • Configure the workflow to require the Director (Signatory) first, followed by the Secretary (Attestor).
   • Ensure the platform captures a Digital Audit Trail (IP address, time stamps) for record-keeping purposes.
4. Corporate Record Retention:
   • Upon execution, attach the signed Resolution to the "Minute Book" of the Company.
   • Retain a digital copy in the Company’s secure cloud document management system (DMS) indefinitely.
   • Provide a certified copy to the Title Company or Escrow Agent handling the closing of the Property.