What Is A Board Of Directors Resolution?

What Is A Board Of Directors Resolution?


A board of directors resolution is a decision made by the board of directors of a company. This type of resolution is binding on the company and its shareholders.


There are two types of board of directors resolutions:

  • unanimous written consent - all the directors agree to the decision in writing
  • board resolution - the decision is made at a meeting of the board of directors, and all the directors present vote in favor of the resolution


A board of directors resolution can be used to make decisions about a wide range of topics, including approving financial statements, electing officers, authorizing loans, and approving corporate policies.

In business, a board of directors resolution is a decision made by the governing body of an organization. A board of directors resolution can be either binding or non-binding. Binding resolutions are typically used for important decisions, such as those regarding the buying or selling of property, while non-binding resolutions are used for less consequential decisions.


Board of directors resolutions are typically made during board meetings. To make a resolution, a majority of the board members must vote in favor of it. Once a resolution is passed, it becomes binding on the organization.


There are a few different types of board of directors resolutions that you may encounter in business:

  • Motion to Waive Notice: This type of resolution allows the board to dispense with giving notice of a meeting. This is typically used when there is an emergency situation and the board needs to make a decision quickly.
  • Motion to Approve Minutes: This type of resolution formally approves the minutes from the previous meeting. This is typically done at the beginning of each meeting.
  • Motion to Adjourn: This type of resolution adjourns the meeting. This is typically done at the end of a meeting.


Board of directors resolutions are an important part of decision-making in business. If you need to make a binding decision, you will need to pass a resolution. Remember to give proper notice of the meeting and be sure to have a majority of the board members vote in favor of the resolution before it is passed.

A board of directors resolution is a formal decision made by the board of directors of a company. This type of resolution is typically used to make important decisions that will affect the company, such as approving a new product line or expanding into a new market. Board of directors resolutions are binding on the company and cannot be undone without the approval of the board.


Board of directors resolutions are typically made at board meetings. To make a valid resolution, a quorum of the board must be present, and the resolution must be approved by a majority of the directors present. The resolution will then be recorded in the minutes of the meeting.


Board of directors resolutions are an important part of corporate governance. They provide a transparent way for the board to make decisions that will impact the company. By requiring a quorum and majority vote, board of directors resolutions ensure that important decisions are made with input from all members of the board.

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