Drafting corporate resolutions for bank accounts typically requires reviewing bylaws, researching compliance requirements, and formatting signature blocks—a process that takes hours of billable time. Attorneys must cross-reference multiple documents, ensure proper authorization language, and verify state-specific requirements while managing tight deadlines for clients who need immediate banking access.
Banks require detailed corporate resolutions with precise authorization language before allowing account access or transactions. Attorneys spend hours drafting these governance documents, ensuring compliance with bylaws, state law, and banking requirements while managing signature authority and transaction limits. Generic templates often lack the specificity banks demand, leading to rejections and delays.
CaseMark generates comprehensive, bank-ready corporate resolutions tailored to your client's governance structure and banking needs. Our AI analyzes your corporate documents to extract exact legal names, officer titles, and bylaw provisions, then drafts detailed authorization language covering account management, signatory designation, transaction limits, and proper certification—all formatted for immediate presentation to financial institutions.
This workflow is applicable across multiple practice areas and use cases
Banking resolutions are essential documents required immediately after corporate formation to establish bank accounts and authorize signatories for new business entities.
Corporate formation attorneys routinely need to prepare banking resolutions as part of the initial corporate setup package, making this workflow a core deliverable in formation matters.
General corporate practice includes ongoing banking relationship changes, adding or removing signatories, opening new accounts, and updating banking authorities as businesses evolve.
Corporate attorneys handling general corporate matters frequently prepare banking resolutions for existing clients making changes to banking arrangements, officer transitions, or expanding banking relationships.
Non-profit organizations require board resolutions to authorize banking relationships and designate authorized signers, with similar governance requirements as for-profit corporations.
Non-profit attorneys regularly draft banking resolutions for charitable organizations, foundations, and associations that must comply with corporate governance standards and banking institution requirements.
Lenders require corporate resolutions authorizing borrowing, granting security interests, and designating officers empowered to execute loan documents and financing agreements.
Loan and financing transactions routinely require banking resolutions as closing documents to demonstrate corporate authority to enter into credit facilities and pledge collateral.
M&A transactions require banking resolutions to authorize new accounts for acquired entities, close old accounts, and update signatory authority post-closing.
M&A attorneys need to prepare banking resolutions as part of post-closing integration to establish banking relationships for restructured entities and authorize transaction-related banking activities.
Financial institutions require the corporation's exact legal name and state of incorporation, identification of authorized signatories by name and title, specific scope of banking authority (accounts, transactions, borrowing), signature requirements (single vs. dual), and certification by the corporate secretary that the resolution was properly adopted and remains in effect. Banks also need clear authorization for designated individuals to execute the institution's required forms and agreements.
Yes, a single resolution can authorize banking relationships at multiple institutions and cover various account types. The resolution should either name specific financial institutions or provide general authorization for designated officers to establish accounts at any federally insured banking institution. This approach provides flexibility while maintaining proper corporate authorization and control over banking activities.
Not necessarily. Well-drafted resolutions can authorize individuals by corporate title (e.g., "President," "Treasurer") rather than only by name, so authority automatically transfers when new officers assume those positions. However, banks typically require updated signature cards and may request confirmation when authorized signatories change. Some corporations adopt new resolutions when significant changes occur to ensure clarity and update banking records.
Single signature authority allows any one designated individual to independently execute transactions, providing operational efficiency but less control. Dual signature authority requires two authorized signatories to approve transactions, adding oversight and reducing fraud risk but potentially slowing operations. Many corporations use a hybrid approach: single signature for transactions under a threshold amount (e.g., $10,000) and dual signatures for larger transactions, balancing efficiency with appropriate controls.
Banking resolutions typically do not require notarization, though they must be certified by the corporate secretary. The secretary's certification attests that the resolution was properly adopted by the board and remains in effect. Some banks may request notarization of the secretary's signature for additional verification, but this is not a universal requirement. The resolution should be maintained in the corporate minute book as part of the permanent governance records.