Fill and Sign the Sample of a Board Resolutionboardeffect Form

RESOLUTION OF __________________________ RESOLVED BY THE [SHAREHOLDERS AND/OR DIRECTORS] of _____________, a __________ Corporation as follows: [Substance of the Resolution or Action to be Approved/Authorized] This resolution was adopted by the [Shareholders and/or Directors] of the Corporation at a [regular/special] meeting of the Corporation held on the ____ day of _________, 20__. _________________________________________Director/Shareholder _________________________________________Director/Shareholder _________________________________________Director/Shareholder CERTIFICATE OF SECRETARY The undersigned hereby certifies that he/she is the duly elected and qualified Secretary of ___________________________________, a ________________________ corporation and that the foregoing is a true and correct record of a resolution(s) duly adopted by the ________________________ of the Corporation on ____ day of _________, 20__. IN WITNESS WHEREOF, I have executed my name as Secretary on ____ day of _________, 20__ __________________________________________Signature
(d) "solicitor" defined. Except as provided in § (a)(2)(iii), "solicito”" means a person who is retained by a corporation to represent the corporation with respect to its business and affairs in connection with a particular matter. For the purposes of this chapter, “solicitor" includes a duly appointed special or general counsel, accountant, tax preparer, or other professional services person. (e) "solicitation" defined. (1) as used in § (e)(1), as used in the section entitled “solicitation of funds," means (a) the solicitation of funds, and (b) the presentation of a letter or other instrument for the purpose of obtaining funds by or for the purpose of a corporation. (2) (i) as used in the section entitled “solicitation of funds" and in the preceding paragraphs of this section, “solicitation" includes, but is not limited to, all the activities that are performed with respect to a solicitation of funds by a corporation. (ii) as used in § (e)(2), "solicitation" does not include any activity specifically permitted by an agreement (such agreement to the extent that it provides for a specific form of solicitation) with an appropriate fiduciary. (iii) as used in this section, the term “solicit" does not include activities performed in accordance with state law. (f) "supervising member" and "member serving as a director" defined. (1) the term "supervising members" means an individual (or, for any person that serves as a director or member of the board of directors or an appropriate committee of the board of directors of another corporation, an individual in the supervisory role) other than the corporate officer or members of management, who is responsible for all the business and administrative decisions of the corporation. It includes the corporate officers and members of management whose responsibilities include all the functions that fall or are assumed by the supervisory members. (2) the term "member serving as a director or member of the board of directors” means an individual (or, for any person that serves as a corporate officer or member of the board of directors or an appropriate committee of the board of directors of another corporations, an individual in the supervisory role), other than the corporate