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SAMPLE FORMS OF BOARD RESOLUTIONS

1.

Bank Transactions
a.

Opening of Bank Account

Version 1:
RESOLVED, That the Corporation be, as it is hereby,
authorized and empowered to open and maintain savings,
current and/or time deposit accounts with [name of bank,
branch] (the Bank), subject to deposits or withdrawals
therefrom by means of checks, drafts, bills, or other orders for
the payment of money or other written demands of the
Corfporation, duly signed as follows:
a.
b.

Singly, by the President, [name of President]; or


Jointly, by any two (2) of the following authorized
signatories:
[name authorized signatories]

RESOLVED, FINALLY, That the Corporate Secretary be,


as he/she is hereby directed to furnish the Bank with a copy of
the foregoing resolution, as well as the specimen signatures of
the above-named authorized signatories of the Corporation.
Version 2:
RESOLVED, That the Corporation be, as it is hereby,
authorized and empowered to open and maintain Philippine
Peso and United States Dollar (USD) savings, current and time
deposit accounts with any branch of the [state name of bank]
(the Bank);
RESOLVED, FURTHER, That the following persons be,
as they are hereby, appointed and designated as the authorized
signatories of the Corporation, for the purpose of maintaining
the aforesaid accounts of the Foundation with the Bank, and
making withdrawals therefrom, from time to time, by means of
checks, bank drafts and withdrawal slips, telegraphic transfer
requests, inter-account transfers (Peso to USD and vice-versa)
and other similar instruments, when signed jointly by any two (2)
of the following authorized signatories:
[state names of authorized signatories];

RESOLVED, FINALLY, That the Corporate Secretary be,


as he/she is hereby, directed to furnish the Bank with a copy of
the foregoing resolutions, as well as the specimen signatures of
the above-named authorized signatories of the Corporation.
b.

Designation of Authorized Signatories

Version 1:
RESOLVED, That the following officers of the
Corporation be, as they are hereby, designated as its authorized
signatories, for the purpose of maintaining the Corporations
deposit accounts with [state name of bank, branch] (the Bank),
and making withdrawals therefrom by means of checks, bank
drafts, withdrawal slips and similar instruments, when signed
jointly by any one (1) of the Class A Signatories and any one
(1) Class B Signatories, as listed hereunder:
Class A

Chairman
President

Class B

Treasurer
Assistant Treasurer

RESOLVED, FURTHER, That the Chairman or the


President and the Treasurer or the Assistant Treasurer of the
Corporation be, as they are hereby, authorized and empowered
to sign, execute, deliver, receive and receipt, for and on behalf
of the Corporation, any and all contracts, documents and
instruments which may be required or necessary to carry out the
foregoing resolution;
RESOLVED, FINALLY, That the Corporate Secretary be,
as he/she is hereby, directed to furnish the Bank with a copy of
the foregoing resolutions, as well as the names and specimen
signatures of the above-named officers of the Corporation
included in Classes A and B listed above.
Version 2:
RESOLVED, That effective [state date], the authorized
signatories of [state name of corporation] (the Corporation) for
the purpose of maintaining the Corporations regular Peso and
United States Dollar savings, current and/or time deposit
account(s) with [state name of bank, branch], and making
withdrawals therefrom by means of checks, bank drafts,
withdrawal slips and similar instruments, shall be any one (1) of
the following directors of the Corporation:

[state names]
RESOLVED, FURTHER, That any and all prior
resolutions contrary to the foregoing are hereby revoked,
repealed, modified or amended accordingly.
c.

Change in Authorized Signatories

Version 1:
RESOLVED, That effective immediately, the [state
position] of the Corporation, [state name], be hereby designated
as an authorized Class B signatory of the Corporation, thereby
replacing [state name of person replaced], for the purpose of
maintaining the Corporations regular Peso and Dollar savings,
current and/or time deposit account(s) with the [state name of
bank and branch] (the Bank), and making withdrawals
therefrom by means of checks, bank drafts, withdrawal slips and
similar instruments, of amounts not exceeding [state amount]
per transaction;
RESOLVED, FINALLY, That any and all prior resolutions
contrary to the foregoing be hereby revoked, repealed, modified
or amended accordingly.
Version 2:
RESOLVED, That effective immediately, [state name of
additional signatory] be, as he/she is hereby, designated as an
additional authorized signatory of [state name of Corporation]
(the Corporation), for the purpose of maintaining the
Corporations regular Peso savings/current account(s) with the
[state name of bank and branch] (the Bank), and making
withdrawals therefrom by means of checks, bank drafts,
withdrawal slips and similar instruments;
RESOLVED, FURTHER, That the Corporate Secretary
be, as he/she is hereby, directed to furnish the Bank with a copy
of the foregoing resolution, as well as the specimen signature of
the above-named additional authorized signatory of the
Corporation;
RESOLVED, FINALLY, That any and all prior resolutions
contrary to the foregoing are hereby revoked, repealed, modified
or amended accordingly.

d.

TITF Account

Version 1: (Conversion of TITF Account into a Regular


Account)
"RESOLVED, That the Corporation, be, as it is hereby,
authorized and empowered to convert the Treasurer-in-Trust
account opened by the Treasurer-in-Trust of the Corporation,
[state name of Treasurer-in-Trust], with [state name of bank and
branch] (the Bank), under Savings Account No. [state account
number], into a regular Peso savings/current and/or time deposit
account, in which shall be deposited funds, moneys and other
values of the Corporation;
RESOLVED, FURTHER, That effective immediately, the
following persons be, as they are hereby, designated as the
authorized signatories of the Corporation, for the purpose of
maintaining the Corporations accounts with the Bank, and
making withdrawals therefrom by means of checks, bank drafts,
withdrawal slips and similar instruments;
[state names of authorized signatories]
RESOLVED, FURTHER, That any and all documents
and instruments signed by the Treasurer-in-Trust of the
Corporation, [state name], prior to the approval of these
resolutions, be, as they are hereby, ratified, approved,
confirmed and accepted as the act of the Corporation, and with
the same force and effect as if signed under the direct
authorization of the Board of Directors of the Corporation;
RESOLVED, FINALLY, That the Corporate Secretary,
[state name], be, as he/she is hereby, directed to furnish the
Bank with a copy of the foregoing resolutions, as well as the
specimen signatures of the above-named authorized signatories
of the Corporation.
Version 2: (Closure of TITF Account)
"RESOLVED, That the Corporation, be, as it is hereby,
authorized and empowered to close the Treasurer-in-Trust
account opened by the Treasurer-in-Trust of the Corporation,
[state name of Treasurer-in-Trust], with [state name of bank and
branch] (the Bank), under Savings Account No. [state account
number];
RESOLVED, FURTHER, That any and all documents
signed by the Treasurer-in-Trust of the Corporation prior to the

approval of these resolutions, be, as they are hereby, ratified,


approved, confirmed and accepted as the act of the
Corporation, and with the same force and effect as if signed
under the direct authorization of the Board of Trustees of the
Foundation;
RESOLVED, FINALLY, That the Treasurer-in-Trust,
[state name of Treasurer-in-Trust], be, as he is hereby,
authorized and empowered to sign, execute, deliver, receive
and receipt, for and on behalf of the Corporation, any and all
documents and instruments required to carry out the foregoing
resolutions.