Canada · Newfoundland and Labrador

Free director resolution template for Newfoundland and Labrador corporations

A statute-specific written-resolution template for Newfoundland and Labrador corporations. Cite-ready under NLCA, with fillable fields for the resolution title, recitals, the resolved clauses, and the signature block.

Governing statute
Corporations Act, RSNL 1990, c. C-36 (NLCA)
Statute familyNLCA
FormatEditable Word and print-ready PDF
IncludesTitle, recitals, resolved clauses, signature block
Use casesOfficer appointments, share issuances, banking, financial statements, dividends
At a glance
  • NLCA-specific recitals and resolved clauses under NLCA
  • Fields for the corporation, the resolution title, the directors signing, and the effective date
  • Companion minute-book filing instructions for Newfoundland and Labrador corporations
  • Five example resolutions covering the most common board actions
  • Free, no sign-up required to view the template; email signup unlocks the editable Word version

What’s in the template

The template is a single fillable document with the standard components of a Newfoundland and Labrador director resolution:

  • Title block: Corporation name, jurisdiction, and the resolution’s subject (e.g., “Resolution of the directors of [Corporation] approving the issuance of common shares”).
  • Recitals (whereas clauses): The factual background that supports the resolution. For a share issuance, this includes the consideration, the class of shares, and the purchaser.
  • Resolved clauses: The operative language that authorizes the action. Each resolved clause begins “BE IT RESOLVED” and concludes with the specific action being approved.
  • Signature block: Lines for each director’s signature, printed name, and date. For unanimous written consent (the standard NLCA written-resolution form), every director must sign.

Common resolution types this template covers

  • Officer appointment, appointing a CEO, CFO, secretary, or other officer of the corporation.
  • Share issuance, authorizing the issuance of shares to a named purchaser, with class, number, and consideration.
  • Banking resolution, authorizing officers to open bank accounts, sign cheques, and execute borrowing on behalf of the corporation.
  • Financial statement approval, approving annual financial statements for presentation to shareholders.
  • Dividend declaration, declaring a dividend with the class, amount, record date, and payment date.

NLCA written resolution rules

What a Newfoundland and Labrador corporation must know about directors' resolutions requirements under Corporations Act, RSNL 1990, c. C-36 (NLCA): statute citations, mechanics, and inspection rights.

For the full statutory framework, see the Newfoundland and Labrador directors’ resolutions guide.

Free download
Email me the Newfoundland and Labrador director resolution template.

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In Octelligence
Resolutions, generated from the record.

Octelligence generates NLCA resolutions from the live corporate record, with the directors prefilled, the recitals tied to the underlying action, and signature collection built in. The resolution lands in the minute book automatically once signed.

See Digital Corporate Records
Canada · Newfoundland and Labrador
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