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__________________<Company Name>____________________
WHEREAS, the Shareholders of this Corporation have given authorization and written consent to
the Board of Directors of this Corporation to amend <Clause Number> of the Articles of
Incorporation.
It is hereby:
RESOLVED, that <Clause Number> of the Articles of Incorporation be amended in the following
manner:
FURTHER RESOLVED, that the Officers of this Corporation are hereby directed to file articles
of amendment with the appropriate State agency for the aforementioned amendment.
The undersigned, <Secretary’s Name>, certifies that he/she is the duly elected Secretary of this
Corporation and that the above is a true and correct copy of a resolution duly adopted at a
meeting of the Board of Directors that was held in accordance with State law and the Bylaws of
this Corporation on <Date>, such resolution is now in full force and effect.
IN WITNESS THEREOF, I have affixed my name as Secretary of this Corporation and have
attached the seal of this Corporation to this resolution.
Dated: ________
______________________
Secretary
___________________________, Director
___________________________, Director
___________________________, Director
___________________________, Director