Board Resolution Sample for Bank Signatories

UNANIMOUS WRITTEN RESOLUTION OF THE BOARD OF DIRECTORS

OF

[COMPANY LEGAL NAME]

DOCUMENT CONTROL

• Effective Date: [DD Month, YYYY]
• Version: 1.0 (Production-Ready)
• Jurisdiction/Scope: [State/Country of Incorporation] / Corporate Banking Administration

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OFFICIAL NOTICE & LEGAL DISCLAIMER

This document is a standardized corporate template provided for operational convenience. As corporate governance and banking regulations vary significantly by jurisdiction, industry, and institutional requirement, this template must be reviewed and customized by qualified legal counsel or corporate secretary personnel prior to execution. The user assumes all legal and operational risks associated with the implementation and deployment of this instrument.

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PARTIES & DEFINITIONS

1. The Corporation: [Company Legal Name], a [State/Country] [Corporation / LLC] having its principal place of business at [Company Address] (hereinafter referred to as the "Company").
2. The Board: The Board of Directors of the Company (hereinafter referred to as the "Board").
3. The Financial Institution: [Name of Bank / Financial Institution], including any of its current or future subsidiaries, branches, and affiliates (hereinafter referred to as the "Bank").
4. Authorized Signatory: An individual duly authorized by this Resolution to execute transactions and bind the Company pursuant to the operational limits set forth herein.

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OPERATIVE CLAUSES & TERMS

WHEREAS, the Board deems it to be in the best commercial interest of the Company to establish, maintain, and operate one or more commercial bank accounts with the Bank for the deposit of corporate funds, execution of financial transactions, and general corporate operations;

NOW, THEREFORE, BE IT RESOLVED, that the Board hereby adopts the following resolutions unanimously, effective as of the date first written above:

1. Establishment and Maintenance of Accounts

The officers and designated representatives of the Company are hereby authorized and directed to establish and maintain one or more demand deposit, savings, custody, or other accounts with the Bank in the name of the Company.

2. Designation of Authorized Signatories

The individuals holding the titles set forth below are hereby designated as Authorized Signatories (collectively, the "Signatories") for the Company's accounts with the Bank:

• Name: [Full Legal Name of Signatory 1]

  • Title/Position: [e.g., Chief Executive Officer]
  • Email: [Email Address]
  • Phone: [Phone Number]

• Name: [Full Legal Name of Signatory 2]

  • Title/Position: [e.g., Chief Financial Officer]
  • Email: [Email Address]
  • Phone: [Phone Number]

3. Scope of Authority and Signing Matrix

The Authorized Signatories are hereby authorized, acting in accordance with the specified signing tiers, to execute the following actions on behalf of the Company:

• Tier 1 (Single Signature Authority): Any one (1) of the Authorized Signatories acting alone is authorized to execute transactions, sign checks, issue drafts, make electronic fund transfers, and approve operational expenditures up to, but not exceeding, the amount of [USD Amount, e.g., $50,000.00] per single transaction.
• Tier 2 (Dual Signature Authority): Any two (2) of the Authorized Signatories acting jointly are authorized to execute transactions, sign checks, issue drafts, make electronic fund transfers, approve loans, and execute treasury agreements exceeding the amount of [USD Amount, e.g., $50,000.00], as well as open or close credit facilities and enter into foreign exchange contracts, regardless of value.

4. Authorization for Electronic Banking and Treasury Services

The Authorized Signatories are authorized to enroll in, administer, and utilize online banking, wire transfer systems, Automated Clearing House (ACH) origination, corporate credit cards, and other treasury management services provided by the Bank. The Company accepts full responsibility for the security credentials, tokens, and multi-factor authentication procedures associated with such services.

5. Borrowing and Credit Facilities

In addition to day-to-day depository operations, [Check one: [ ] Authorized / [X] Not Authorized] the designated Signatories, subject to Tier 2 joint execution requirements, are empowered to negotiate, execute, and deliver promissory notes, loan agreements, security agreements, and other credit instruments with the Bank up to a maximum aggregate principal indebtedness of [USD Amount or "Unlimited"].

6. Ratification of Prior Acts

All acts, transactions, and agreements heretofore lawfully performed or entered into in the name and on behalf of the Company by any officer, director, or designated agent of the Company with respect to the Bank prior to the adoption of this Resolution are hereby ratified, confirmed, and approved in all respects as the binding acts of the Company.

7. Continuation and Revocation

This Resolution shall remain in full force and effect until written notice of its amendment or revocation, duly executed by the Secretary or an authorized officer of the Company under corporate seal (if applicable), has been formally delivered to and received by an authorized officer of the Bank. The Bank shall be entitled to rely upon this Resolution until such formal notice of revocation is received.

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EXECUTION & SIGNATURES BLOCK

IN WITNESS WHEREOF, the undersigned, being the duly elected and acting [Secretary / Director] of the Company, hereby certifies that the foregoing is a true, correct, and complete copy of the resolutions duly adopted by the Board of Directors of the Company at a duly convened meeting (or by unanimous written consent in lieu thereof) held on [Date], in accordance with the Articles of Incorporation and Bylaws of the Company, and that said resolutions have not been amended, modified, or rescinded and are in full force and effect as of the date hereof.

ATTESTATION BY CORPORATE SECRETARY / DIRECTOR:

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Signature

Printed Name: [Full Name of Attesting Officer]
Title: [Corporate Secretary / Director]
Date: [DD Month, YYYY]

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ACKNOWLEDGMENT / SPECIMEN SIGNATURES OF AUTHORIZED SIGNATORIES:

We, the undersigned Authorized Signatories, hereby acknowledge our designation, accept the operational authorities granted herein, and provide our verified specimen signatures below:

1. Authorized Signatory:

• Printed Name: [Full Legal Name of Signatory 1]
• Title: [Title]
• Specimen Signature: ___________________________________ Date: [Date]

2. Authorized Signatory:

• Printed Name: [Full Legal Name of Signatory 2]
• Title: [Title]
• Specimen Signature: ___________________________________ Date: [Date]

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STEP-BY-STEP EXECUTION GUIDE

1. Review and Customization: Replace all bracketed text (e.g., [Company Legal Name], monetary thresholds, and signatory details) with exact legal names and parameters matching corporate records and banking requirements.
2. Board Approval Mechanism: Ensure this resolution is approved either via a formal meeting of the Board of Directors (recording a quorum) or executed via Unanimous Written Consent pursuant to the governing laws of the jurisdiction of incorporation and the company's internal Bylaws/Operating Agreement.
3. Execution by Officer: The document must be signed and dated by the Corporate Secretary or a Director certifying the validity of the corporate action.
4. Specimen Signatures: Ensure all designated bank signatories physically sign the specimen signature block to match bank verification records.
5. Submission to Financial Institution: Deliver the fully executed original document (along with a Certificate of Good Standing and corporate formation documents, if requested) directly to the designated commercial banking representative or compliance officer at the Bank. Retain a duplicate stamped copy for corporate governance records.