Corporate Borrowing Resolution Generator for the USA

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Key Requirements PROMPT example:

Corporate Borrowing Resolution

"Need a Corporate Borrowing Resolution authorizing our CFO and Treasurer to obtain a $5 million credit facility from Chase Bank, with the ability to pledge company assets as collateral, to be presented at our board meeting on March 15, 2025."

Document background
A Corporate Borrowing Resolution is essential when a company needs to establish or modify its borrowing relationship with financial institutions. This document, governed by U.S. corporate law, formally delegates authority to specific individuals to act on behalf of the corporation in financial matters. It typically includes details about authorized borrowing limits, permitted types of credit arrangements, and specific powers granted to named individuals. Financial institutions require this resolution to ensure the company has properly authorized the borrowing and to protect themselves from claims that the borrowing was unauthorized.
Suggested Sections

1. Title and Date: Corporate resolution number, date, and company details

2. Recitals: Statement of the board meeting details and quorum confirmation

3. Purpose: States the purpose of obtaining credit/borrowing authority

4. Authorization: Specific borrowing powers being granted

5. Authorized Persons: Names and titles of persons authorized to execute loan documents

Optional Sections

1. Borrowing Limits: Maximum authorized borrowing amounts - used when company wants to set specific limits on borrowing authority

2. Specific Transaction Details: Details of specific planned borrowing - used when resolution is for a specific transaction rather than general authority

3. Collateral Authorization: Authority to pledge assets as security - used when secured borrowing is contemplated

Suggested Schedules

1. Schedule A - Authorized Signatories: Detailed list of authorized persons with specimen signatures

2. Schedule B - Borrowing Limits Table: Detailed breakdown of authorized borrowing limits by type/purpose

3. Schedule C - Certificate of Incumbency: Certification of current officers and their positions

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Industries

Securities Exchange Act 1934: Federal law governing securities trading and public company requirements, relevant if the borrowing company is publicly traded

UCC Article 9: Uniform Commercial Code provisions governing secured transactions and lending arrangements across states

Federal Reserve Regulations: Guidelines and requirements set by the Federal Reserve regarding corporate borrowing and lending practices

Sarbanes-Oxley Act: Federal law establishing requirements for public company financial practices and corporate governance

Bank Secrecy Act: Federal law requiring financial institutions to assist government agencies in detecting and preventing money laundering

State Corporation Laws: State-specific regulations governing corporate formation, operations, and authority to borrow

State Banking Regulations: State-level requirements governing banking relationships and lending practices

State UCC Adoptions: State-specific versions and interpretations of the Uniform Commercial Code

Blue Sky Laws: State-specific securities laws regulating the offering and sale of securities

Articles of Incorporation: Company's founding document specifying corporate powers including borrowing authority

Corporate Bylaws: Internal rules governing company operations including authorization requirements for borrowing

Federal Reserve Board Requirements: Specific guidelines from the Federal Reserve Board regarding corporate borrowing and banking relationships

FDIC Regulations: Federal Deposit Insurance Corporation rules affecting banking relationships and lending practices

OCC Guidelines: Office of the Comptroller of the Currency guidelines governing national bank lending practices

Industry-Specific Regulations: Sector-specific rules and restrictions on corporate borrowing applicable to particular industries

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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