[From: Free Document Downloads at TheSmallBusinessOwnersManual.com] This document should be used by the Board of Directors when authorizing a loan to pay dividends. The following text of this document should be reviewed and edited to fit your purposes. [Find, then fill-in, or delete text in brackets like this: “[NNN]” If there are dates in this document, they will automatically change to today’s date.
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Otherwise the following text should be reviewed and edited as needed:
BOARD OF DIRECTORS' RESOLUTION AUTHORIZING LOAN TO PAY DIVIDEND
Upon a duly made, seconded and unanimously carried motion, the Board of Directors of this Corporation adopted the following resolution: WHEREAS, the financial statement submitted to the Board of Directors of this Corporation reveals that there is a surplus of [N] Dollars ($[N]), which would be sufficient to support the payment of the regular dividend scheduled to be declared at this time, and WHEREAS, the Corporation's accounts receivable have not been timely paid for the past quarter, and WHEREAS, the Corporation has obtained a short-term loan, it is hereby: RESOLVED, that regular quarterly dividends shall be declared and paid out of the proceeds of the short-term loan made by the [BANK NAME] Bank to all shareholders of record on [DATE]. The undersigned, [N], certifies that I am the duly appointed Secretary of [COMPANY NAME] Corporation and that the above is a true and correct copy of a resolution duly adopted at a meeting of the Directors thereof, convened and held in accordance with law and the Bylaws of said Corporation on [DATE], and that such resolution is now in full force and effect. IN WITNESS THEREOF, I have affixed my name as Secretary of [COMPANY NAME] Corporation.
Dated: [DATE]
____________________ Secretary