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Shareholders Resolution (Approval Of Sale Of Corporate Assets)

RESOLVED, that the shareholders of the _________________________ Corporation do hereby approve and authorize the sale, on the terms and conditions set out in an agreement of sale, of this Corporation's assets to ________________________. A copy of the agreement of sale, dated _______________, 20____, is attached to the minutes of this meeting. I, _____________________________, certify that I am the duly appointed secretary of this Corporation and that the above resolution was duly adopted at a shareholders meeting of the Corporation, convened and held in accordance with the laws of the State of ______________ and the bylaws of the Corporation on ______________, 20____, and that this resolution is now in full force and effect.

IN WITNESS THEREOF, I certify by my hand and the seal of the _________________ ______________________ corporation, that this is a true and correct copy of the above resolution.

______________________________

(Secretary)

SEAL: