This is a short-form Board Consent for Company actions that require board consent. It is specific to Delaware.
UNANIMOUS WRITTEN CONSENT OF
THE BOARD OF DIRECTORS OF
On Date, if applicable, [COMPANY NAME], a Delaware corporation (the “Company”), [background]Give background information about the transaction or company action requiring board consent. What are the terms? What is going on? Who is involved? etc..
[Additional background]If necessary, provide additional context to the transaction.
The undersigned, constituting all the members of the Company’s board of directors and acting by written consent in lieu of a meeting in accordance with section 141(f) of the Delaware General Corporation Law, therefore resolve as follows:
- [Resolution]; and
- that each of the officers of the Company is hereby authorized to execute and deliver on behalf of the Company all such further documents, certificates, and instruments, to take on behalf of the Company all such further actions, and to pay on behalf of the Company all such expenses that the officers of the Company determine to be necessary or desirable in order to carry out the foregoing resolutions, the execution and delivery of any such documents, certificates, and instruments, the taking of any such actions, and the payment of any such expenses to be conclusive evidence of that determination.
This consent is being signed on [Date].
[DIRECTOR #1 NAME]
[DIRECTOR #2 NAME]
[DIRECTOR #3 NAME]