When obtaining Certificates of Resolution from a corporation, it is very important that all blanks are properly filled in and the necessary signators have signed.
It is not appropriate for the individual that is being authorized to sign loan documents or other papers on behalf of the corporation to also sign the Resolution unless this one individual serves in all officer positions. Preferably, a president or vice-president is the one being authorized to execute documents with the secretary or assistant secretary signing the Certificate of Resolution.
It is also important that if the form of the Certificate of Resolution you are using requires a sample of the authorized signature that such is actually obtained and this fully completed Certificate is kept in the bank’s files.
Finally, obtaining properly executed Certificates of Resolution is as important for very small corporations as it is for very large corporations. A challenge to corporate authority can be made no matter what the size of the business.
Author: Lori Young (bio)
Phone: 812.452.3560
Email: lyoung@bamberger.com