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Nonprofit Legal Toolkit* 54

S ample Corporate Resolutions
SAMPLE
CERTIFICATE OF CORPORATE RESOLUTION TO BORROW MONIES
AND PLEDGE PROPERTY AS COLLATERAL
Date:
August __, 1974
Corporation:
ABC Nonprofit Organization
President:
Richard Nixon
Vice-President:
Gerald Ford
Secretary:
Henry Kissinger
Treasurer:
John Connally
Date of Meeting of Board of Directors: August 9, 1974

We, the President and the Secretary of the Corporation, certify the following facts: 1.
ABC Nonprofit Organization is a Texas non-profit corporation, is organized and operating under the laws of Texas, is qualified to do business here, and is in good standing. 2.
No proceedings for forfeiture of the certificate of incorporation or for voluntary or involuntary dissolution of the corporation are pending.
3.
Neither the articles of incorporation nor bylaws of the corporation limit the power of the Board of Directors to pass the resolutions below.
4.
The President, Secretary, and (other corporate officers) are the persons authorized to adopt and sign this resolution.
5.
The Secretary keeps the records and minutes of the proceedings of the Board of Directors of the Corporation, and the resolutions below are an accurate reproduction of the ones made in those proceedings: they have not been altered, amended, rescinded, or repealed, and are now in effect. 6.

The resolutions below were legally adopted on the above-referenced date of the meeting of the Board of Directors, which was called and held in accordance with the law and the bylaws of the Corporation, and at which a quorum was present.

7.
The following resolutions have been legally adopted by the Board of Directors: RESOLVED, that the Corporation authorizes its president, Richard Nixon, and vicepresident, Gerald Ford, to enter into a loan agreement in the amount of $_____, at an annual interest rate of ___ percent, for a period of __ months from the date of settlement with_____________ Bank to develop for placement...
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