[From: Free Document Downloads at TheSmallBusinessOwnersManual.com] This document should be used by the Board of Directors when declaring a stock dividend. 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.
For additional assistance mailto:LegalHelp@TheSmallBusinessOwnersManual.com or call 888/872-6601)
Otherwise the following text should be reviewed and edited as needed:
BOARD OF DIRECTORS' RESOLUTION DECLARING STOCK DIVIDEND
Upon a duly made and seconded motion the following resolution was adopted by the unanimous vote of the Board of Directors of [COMPANY NAME]: WHEREAS, the financial statement of this Corporation's Treasurer reports that the Corporation has a surplus of [N] Dollars ($[N]) resulting from its business operations for the fiscal year ending on [DATE], it is hereby: RESOLVED, that a stock dividend be and hereby is declared in the amount of [N] per share of the common stock of this Corporation, and that the same shall be paid on [DATE], to shareholders of record as of [DATE], and it is FURTHER RESOLVED, that the Corporation's Treasurer is hereby authorized to transfer [N] Dollars ($[N]) from surplus to the capital account. 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