16-Corporate Resolution 2 Authorized to Sign - Instructions.pdf
PDF 21 KB Posted
- Solicitation number
- RFQ 265X901171
- Issued by
- Hamilton County, Ohio
About this file
This file is an instructional template for a Certificate of Corporate Resolution authorizing two signatories, for use by corporations doing business with the City of Cincinnati, Ohio. The document serves as a formal authorization mechanism allowing a corporation's Board of Directors to designate its President and/or Executive Director to execute contracts, amendments, agreements, and other binding documents on behalf of the corporation, as well as to receive payments from the City of Cincinnati. The template includes specific fields for the corporation's legal name, state of incorporation, type of corporation, date of resolution adoption, and the names and titles of authorized signatories. The document requires certification by the corporate secretary and explicitly prohibits the secretary from serving as an authorized signatory.
The template includes detailed comments and instructions for proper completion, noting that it applies only to for-profit and non-profit corporations and should not be used for limited liability companies or partnerships, which require an affidavit of authority instead. The document emphasizes that the party signing the certificate cannot be identified as an authorized signatory within the resolution, and it allows for substitution of titles if the corporation uses different designations than "President" and "Executive Director." The template accommodates both single and dual signatory scenarios through optional deletion of certain language sections.
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Text version
Corporate Resolution – 2 Authorized Signatories - Instructions
CERTIFICATE OF CORPORATE RESOLUTION
NAME , STATE OF INCORPORATION, TYPE OF CORPORATION
THE UNDERSIGNED, being the secretary of the above-named corporation hereby certifies that the Board of Directors of the corporation on ________________________________ adopted the following resolution:
BE IT RESOLVED, that the Board of Directors hereby authorizes the corporation’s President and/or Executive Director, either individually or jointly, for and on behalf of the corporation, to execute, deliver, amend, replace, and substitute all documents, instrument, contracts, and agreements, and to receive payments from or through the City of Cincinnati as said officer or officers deem necessary and appropriate.
THE UNDERSIGNED, secretary further certifies that as of the date of this Certificate the
President of the corporation is _____________________________________________________ and the Executive Director is ______________________________________________________.
Date: ____________________________ ____________________________________ Signature
Print or Type Name
Corporate Secretary
Comment [g1]: Insert full legal name of corporation. Do NOT use this document for LLCs or partnerships. Instead, use the affidavit of authority for LLCs and partnerships.
Comment [g2]: Insert state of incorporation.
Comment [g3]: e.g., For-Profit Corporation, Non-Profit Corporation
Comment [g4]: NOTE: If the secretary of the corporation is identified as a signatory, use the certificate of corporate resolution template designed for that situation. The party who signs the certificate cannot be an authorized signatory identified in the resolution or certificate.
Comment [g5]: Insert date corporate resolution adopted.
Comment [g6]: Substitute title(s) of authorized signatory(ies) actually used by corporation if not “President” and “Executive Director.”
Comment [g7]: Delete if there is only one signatory.
Comment [g8]: Substitute title of authorized signatory actually used by corporation if not “President.”
Comment [g9]: Insert name as it will be signed by authorized signatory.
Comment [g10]: Substitute title of authorized signatory actually used by corporation if not “Executive Director.” Delete if only one signatory
Comment [g11]: Insert name as it will be signed by authorized signatory. Delete if only one signatory
Comment [g12]: NOTE: If the secretary of the corporation is identified as a signatory, use the certificate of corporate resolution template designed for that situation. The party who signs the certificate cannot be an authorized signatory identified in the resolution or certificate.
File details come from the government source that posted it. Updated .