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Real Estate Corporate Resolution

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REAL ESTATE CORPORATE RESOLUTION

Corporation Name:   State of Incorporation:

Principal Office Address:

MEETING / AUTHORIZATION

A meeting of the Board of Directors of the Corporation was duly called and held on at . The undersigned Secretary hereby certifies that a quorum was present and that the following resolution was duly adopted by .

RECITALS

WHEREAS, the Corporation desires to acquire, lease, encumber, or otherwise deal with real property for corporate purposes; and WHEREAS, the Board finds that such transaction is in the best interest of the Corporation.

Type of Transaction (select all that apply):  If Other, describe:

PROPERTY IDENTIFICATION

TRANSACTION TERMS

Purchase Price / Lease Consideration: $   Earnest Money / Deposit: $

Escrow / Closing Agent:   Closing Date:

Possession Date:   Financing Contingency:   Inspection Period (days):

DISCLOSURES

Lead-Based Paint Disclosure:   Mold or Water Damage Disclosure:   Prior Structural Damage or Repair:

RESOLUTIONS

RESOLVED, that the Corporation is authorized to enter into and to perform its obligations under a Purchase Agreement, Lease, Promissory Note, Deed of Trust, Mortgage, Security Agreement or such other instruments as may be necessary or desirable in connection with the Transaction described above.

FURTHER RESOLVED, that the following individual is hereby authorized, empowered and directed, on behalf of the Corporation, to negotiate, execute, deliver, acknowledge and record, and to take all actions necessary or advisable to consummate the Transaction and any related agreements:

The Authorized Officer is empowered, without further approval, to: (a) execute and deliver any purchase agreement, lease, promissory notes, deeds of trust, mortgages, assignments, escrow instructions, closing statements and other documents; (b) deposit or accept earnest money and apply same to closing; (c) obtain financing and execute loan documents and security instruments; and (d) retain such brokers, attorneys, accountants and other advisors as the Authorized Officer deems appropriate.

FURTHER RESOLVED, that the acts of the Authorized Officer in connection with the Transaction taken prior to the date of this resolution are hereby ratified, confirmed and approved in all respects.

DEFAULT, REMEDIES AND GOVERNING LAW

In the event of default under any agreement executed pursuant to this Resolution, the Corporation may exercise all rights and remedies available at law or equity, including specific performance, damages and foreclosure where applicable. This Resolution and any documents executed pursuant hereto shall be governed by the laws of the State of .

This Resolution constitutes the entire corporate action and supersedes prior inconsistent authorizations relating to the subject matter hereof.

CERTIFICATION BY SECRETARY

I, the undersigned, hereby certify that I am the duly elected and acting Secretary of the Corporation named above; that the foregoing is a true and correct copy of a resolution duly adopted at a meeting of the Board of Directors held on ; that the resolution has not been modified or rescinded and remains in full force and effect; and that the actions authorized herein are within the Corporation's powers.

ADDITIONAL AUTHORIZATIONS

The Authorized Officer is expressly authorized to: (a) execute amendments, extensions and notices with terms not materially adverse to the Corporation; (b) incur and pay ordinary closing costs, prorations and fees; and (c) deliver and accept instruments of conveyance and recordation as necessary to effectuate the Transaction.

Effective Date of Resolution:

Corporate Secretary

Printed Name:

By:

Date:

Authorized Officer

Printed Name:

By:

Date:

Enter text✕

What a Real Estate Corporate Resolution Is and When It’s Used

A Real Estate Corporate Resolution is a formal written record that a corporation's board of directors or authorized committee adopts to approve a specific real estate action, such as acquiring, leasing, encumbering, or selling property. The resolution documents the corporate approval, identifies the property, states the transaction terms or authority limits, and designates the officer(s) empowered to sign agreements, deeds, or closing documents. Lenders, title companies, and county recorders commonly request a resolution to verify corporate authority, and it is often notarized and retained with corporate minutes or closing files.

Why a Clear Corporate Resolution Matters for Real Estate Transactions

A clear resolution establishes legal authority, reduces closing delays, and satisfies title and lender due diligence requirements while creating a permanent corporate record.

Why a Clear Corporate Resolution Matters for Real Estate Transactions

Who Typically Prepares and Relies on These Resolutions

Common stakeholders who prepare, request, or accept corporate real estate resolutions include several internal and external parties.

  • Corporate officers and corporate secretaries responsible for drafting and preserving corporate minutes and official authorizations for property actions.
  • Title companies and closing agents that require proof of board authorization before issuing title insurance or completing recording.
  • Lenders, counsel, and escrow agents who verify signer authority and confirm corporate approval for mortgages, deeds, or lease assignments.

Each party uses the resolution for authority verification, risk control, or recordkeeping during and after a transaction.

Essential Elements to Include in a Professional Corporate Resolution

A professional Real Estate Corporate Resolution is concise but complete: it identifies the approving body, specifies the property and transaction, names authorized signers, and records the effective date and any limitations.

Approval Statement

A clear declaration that the board or committee approves the specific real estate transaction and the terms or authority limits for action.

Property Description

A precise legal description or street address of the property at issue so the resolution unambiguously ties approval to the specific asset.

Authorized Signers

Full names and titles of officers authorized to execute documents on behalf of the corporation, including any signing limits or escrow instructions.

Effective Date

The date the resolution was adopted and when the authority becomes operative; note if retroactive authority is granted.

Notary / Acknowledgment

A notary block or corporate attestation, if required by the title company, lender, or recording jurisdiction, and space for corporate seal if used.

Recordkeeping Note

A line stating where the resolution will be filed in corporate minutes or the secretary’s records and any retention references.

Key Information Fields the Resolution Must Contain

Corporate Name: Exact legal entity name
Jurisdiction: State/country of incorporation
Meeting Date: Adoption date (MM/DD/YYYY)
Authorized Officer: Full name and title
Property ID: Legal description or address
Signature Block: Officer signature and date

Step-by-Step: How to Prepare and Execute the Resolution

Follow this sequential checklist to prepare, approve, sign, and store a Real Estate Corporate Resolution without common processing gaps.

  • 01
    Draft Resolution: Prepare text with property details and authority scope.
  • 02
    Board Action: Hold meeting or obtain written consent per bylaws.
  • 03
    Sign and Notarize: Have authorized officer sign; notarize if requested.
  • 04
    Distribute and File: Give copies to title/lender and file in corporate minutes.

How to Configure a Digital Workflow for This Resolution

Set up a repeatable eSignature workflow so resolutions are completed, signed, and stored consistently across transactions.

Field Configuration
Template Name Use a descriptive template per entity and transaction type
Signer Roles Define roles: Corporate Secretary, Authorized Officer, Notary
Authentication Method Choose email, SMS code, or multi-factor as needed
Retention Policy Set automatic storage to secure repository with access controls

Where the Resolution Goes: Typical Routing and Recipients

Understanding the typical routing helps ensure timely delivery to parties that require the resolution before closing or recording.

  • Corporate Records: File the signed resolution in the corporate minute book or electronic corporate records.
  • Title Company: Provide a certified or notarized copy to the title agent for underwriting and closing.
  • Lender / Escrow: Send to lender or escrow for loan docs and disbursement conditions.
  • County Recorder: Record only if required; typically deeds or mortgages are recorded, not the resolution itself.

Digital Signing and eSubmission Considerations

Use eSignature tools that support audit trails, authentication, and PDF/A exports to preserve evidentiary value.

  • File Formats: PDF, DOCX supported
  • Integrations: CRM and cloud storage connectivity
  • Compliance: ESIGN, UETA, and optional HIPAA support

Choose platform features that match your authentication, storage, and integration needs; retain the certificate of completion with the record.

Common Mistakes That Cause Closing Delays

  • Using an incorrect corporate name or outdated articles of incorporation that do not match title or lender records.
  • Failing to include a precise property description, leading title agents to request clarifying documentation.
  • Authorizing the wrong signer or omitting the signer’s corporate title, causing lenders to require supplemental evidence of authority.
  • Notarizing in the wrong jurisdiction or omitting a required acknowledgment, resulting in recorder or title rejection.

Risks and Legal Consequences of an Incorrect Resolution

Transaction Rejection: Closing or recording may be refused
Title Exceptions: Lender may require additional affidavits
Liability Exposure: Unauthorized acts may create corporate liability
Delay Costs: Extended closing timelines and fees
Tax Risk: Mischaracterized transfers can affect tax reporting
Document Re-execution: Parties may demand re-signing or supplemental proof

Time-Sensitive Steps and Typical Deadlines

Several time points matter: meeting notice, adoption date, notarization, delivery to title or lender, and any county recording windows.

Notice Period:

Follow corporate bylaws for notice; many require advance written notice before action

Adoption Date:

Adopt the resolution on the recorded meeting date (MM/DD/YYYY)

Notarization Timing:

Notarize on or after the adoption date to match signatures

Delivery to Title/Lender:

Provide certified or notarized copy upon request during closing

Recording Events:

Recorders expect deeds/mortgages promptly; resolution itself is usually retained, not recorded

Comparison: eSignature Vendor Pricing and Features Relevant to Real Estate Resolutions

Compare starting price, trial availability, bulk send, audit trail, HIPAA support, and envelope caps when selecting a vendor for frequent or regulated real estate signings.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial Varies by vendor Varies by vendor Varies by vendor Varies by vendor
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Varies Varies Varies

Frequently Asked Questions About Real Estate Corporate Resolutions

Answers to common questions about authority, notarization, e-signatures, recordkeeping, revocation, and cross-jurisdictional issues.


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