Record company decisions formally
When a company’s board or shareholders make a significant decision — opening a bank account, approving a major contract, appointing an officer, or delegating signing authority — that decision is recorded as a resolution. Banks, counterparties, and registries frequently demand a certified resolution before they will act. This builder assembles a properly structured resolution from your inputs.
How it works
A formal resolution has three working parts, which the builder produces in order:
- Heading — names the company and states whether this is a resolution of the directors or the shareholders, and whether it is ordinary or special.
- Recitals — the “WHEREAS” clauses giving the background and reasons. They frame the decision but are not themselves operative.
- Resolved clause — the operative “RESOLVED THAT…” statement recording exactly what is approved and who is authorised to act.
- Execution block — signature lines, the names and roles of signatories, and the effective date. For a written resolution this is how it is passed.
The tool also notes the majority threshold implied by your choice: an ordinary resolution carries on a simple majority, a special resolution requires at least 75%.
Tips and example
Keep the resolved clause precise and self-contained — a bank will read only that clause, so it must name the account, the authorised signatories, and any limits. Use one resolution per decision rather than bundling unrelated matters. Date the resolution and have it signed by the required number of directors or members. A typical banking resolution reads: “RESOLVED THAT a current account be opened with the named bank, and that any two directors be authorised to sign on the account and to execute the bank’s mandate.”