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Sample Board Resolution Template (Unanimous Consent Without Meeting)



__________________ WITHOUT MEETING



The undersigned, constituting all the members of the Board of Directors of ______________, a [state] Corporation (“Corporation”), take the following actions by this unanimous written consent:


WHEREAS, [Why you are doing what you are doing, i.e., “the Corporation is in need of permanent physical office space to serve as the principal place of the business.”]


WHEREAS, the Board of Directors has determined that it is in the best interests of this Corporation for [what you are doing, i.e., “the Corporation to execute the commercial lease agreement with California Professional Realty Brokers, dated April 8, 2014.”].


RESOLVED, that the Directors unanimously propose that the Corporation…. [do the thing that you are doing].


FURTHER RESOLVED, that the appropriate officers of the Corporation be, and they hereby are, authorized and directed to do and perform all such acts and deeds and to execute all such other actions as they, or any of them, may deem to be necessary, proper or convenient in order to carry out the intent of the foregoing resolutions, including taking all other actions as may be necessary or convenient to do so.


IN WITNESS WHEREOF, the undersigned, being all the Directors of the Corporation, hereby approve, ratify, and adopt the foregoing resolutions.

Dated:  ________________, 2014


_________________, Director




_________________, Director