[From: Free Document Downloads at TheSmallBusinessOwnersManual.com]
This document should be used by the shareholders of a
corporation when they are approving the sale of all
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
Otherwise the following text should be reviewed and edited as needed:
APPROVING PURCHASE OF ALL ASSETS OF DESIGNATED CORPORATION
RESOLVED, that the Board of Directors of this Corporation is hereby authorized to
acquire from [N] all its property, assets, accounts, receivables and good will on the terms
and conditions set out in an agreement dated [DATE] and attached to the minutes of this
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 shareholders 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]