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NGO & Society Resolution Format: Draft a Decision That Can Be Implemented

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Structure clear organisational resolutions.

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How to word a resolution that a bank will accept

Short answer: A resolution records one decision of your governing body in words precise enough to act on. Write a heading with the meeting date and place, a short background line, then “Resolved that…” stating exactly what is decided, who will do it, any limits, and from when. Record the quorum and vote in the minutes, and have the authorised office-bearer sign a certified extract for banks or funders. Your bye-laws, trust deed or articles decide who can pass what.

Worked example: changing bank signatories

Extract of the resolution passed at the meeting of the Governing Body of (legal name), held on (date) at (place).
“RESOLVED THAT the savings account no. ____ with (bank, branch) be operated jointly by any two of the following: (name, President), (name, Treasurer), (name, Secretary), with effect from (date); and that the authority of (outgoing name) to operate the account stands withdrawn from that date.
RESOLVED FURTHER THAT the Secretary is authorised to submit this extract and the KYC documents of the signatories to the bank.”
Certified true copy – (name, role, signature, date, seal if used)

Notice what the example does: it names the account, says “any two”, removes the old signatory in the same breath, and gives one person the job of telling the bank. Most bank queries come from resolutions that add a signatory but forget to remove one.

Three tests before you finalise

  1. Could a stranger act on it without asking you a question?
  2. Does it fit within the powers your bye-laws or deed give this body?
  3. Does it say what it replaces, if anything?

The meeting record itself goes in your minutes of meeting; the wider picture of who decides what is in the NGO governance guide. The Meeting Minutes and Resolution Pack has extracts for common decisions. Registering a society? See society registration; banks often want a resolution for an FCRA bank account too.

By Vekho P. Ringa, Editor. Last verified 22 Oct 2026. Sources: your own bye-laws, trust deed or articles, and the bank’s or funder’s written requirements, which prevail; the example is a drafting illustration. General information only, not legal advice.

NGOGrant rule: The free page should give the reader a genuinely usable format and explain how to use it correctly. Paid value comes from deeper registers, trackers, workflows and integrated office systems—not from hiding the basic format.

A resolution is the formal expression of a decision taken by the competent organisational body. A good resolution is short enough to understand and specific enough to implement.

A template by itself does not create authority. The body adopting the resolution must actually have the power to decide the matter.

1. Before drafting a resolution

Confirm:

  • organisation legal name;
  • legal form;
  • body taking the decision;
  • meeting / circular / other permitted decision route;
  • governing authority;
  • quorum / participation requirement;
  • conflict issues;
  • supporting documents;
  • person authorised to implement.

Do not draft first and decide later who supposedly approved it.

2. Resolution heading

[LEGAL NAME OF ORGANISATION]

RESOLUTION OF THE [GENERAL BODY / GOVERNING BODY / BOARD / TRUSTEES]

Resolution No.:
Meeting / decision reference:
Date:
Place / mode:
Subject:

3. Background clause

A background clause explains why the decision is before the body.

Example:

“The members considered the proposal to open a dedicated bank account for the [Project Name] project, including the bank requirements and approved operating controls.”

Avoid lengthy ceremonial wording when a direct factual explanation is enough.

4. Decision clause

Use clear operative wording.

Example:

“RESOLVED THAT the organisation open a bank account in its legal name with [Bank], subject to the bank’s current account-opening requirements.”

Then state authorisation:

“RESOLVED FURTHER THAT [roles/persons] are authorised to sign and submit the required documents and operate the account in accordance with the approved mandate.”

5. Add limits and conditions

A resolution can specify:

  • maximum authority;
  • purpose;
  • project;
  • duration;
  • permitted signatories;
  • requirement for joint signatures;
  • requirement for professional/legal review;
  • requirement for donor approval;
  • effective date;
  • superseded resolution.

This is safer than vague “full authority” wording.

6. Common NGO resolution subjects

Bank account

Opening, closing, changing signatories, online banking, project account.

Grant / CSR project

Accepting grant terms, authorising agreement signature, project bank/control setup.

Professional appointment

Auditor, consultant, legal counsel, technical expert.

Policy adoption

Finance, procurement, safeguarding, conflict of interest, HR, data policy.

Staff appointment

Where the governing body is the competent authority.

Asset / property

Purchase, lease, construction, disposal, transfer—subject to governing/legal review.

Registration / application

Authorising Darpan, tax, CSR-1, FCRA or other filings where the organisation decides to proceed.

Amendment

Constitution, rules, deed, memorandum/articles or policies, subject to the correct legal route.

7. Bank resolution example

RESOLUTION NO. ___

“RESOLVED THAT a bank account in the name of [Legal Name] be opened with [Bank / Branch] for [purpose].

RESOLVED FURTHER THAT the account shall be operated by [authorised role/person] [singly / jointly / as per approved mandate], subject to the bank's rules and the organisation's financial-control policy.

RESOLVED FURTHER THAT [authorised person] is authorised to sign and submit the account-opening forms and supporting records required by the bank.”

Certified that the above is a true record of the resolution adopted by the competent body on [date].

Authorised signatory:
Name:
Role:
Date:

Do not copy the “singly/jointly” option without choosing the actual approved mandate.

8. Grant acceptance example

“RESOLVED THAT the organisation accept the grant / project support offered by [Funder] for [Project], subject to review and acceptance of the final agreement and approved budget.

RESOLVED FURTHER THAT [Role/Person] is authorised to execute the agreement and related documents within the approved project scope.

RESOLVED FURTHER THAT finance and programme teams shall maintain the project records, budget controls, reporting calendar and evidence required under the agreement.”

9. Policy adoption example

“RESOLVED THAT the [Policy Name], Version [x], dated [date], be adopted with effect from [date].

RESOLVED FURTHER THAT [Owner/Role] shall communicate the policy to relevant staff and maintain the controlled version and review register.”

10. Certified extract

A bank or authority may request a certified extract rather than full minutes.

A certified extract should include only the relevant resolution and certification statement, while preserving the meeting reference.

It should not change the decision from what the minutes record.

11. Resolution register

Maintain:

Resolution No. Date Body Subject Authorised person Status Evidence / closure

This helps track whether the resolution was implemented.

12. Superseding an old resolution

If a new resolution replaces an old one, state it clearly.

Example:

“This resolution supersedes Resolution No. 12/2025 dated 4 April 2025 only in relation to the bank-signatory mandate.”

Do not unintentionally cancel unrelated parts of an earlier resolution.

13. Common mistakes

  • Wrong body adopts the resolution.
  • No link to meeting/decision record.
  • Resolution authorises a person indefinitely without limits.
  • Names/roles inconsistent with current governing records.
  • Resolution contains a bank account number or project fact not actually approved.
  • Resolution copied from another NGO.
  • Certified copy differs from minutes.
  • No resolution number or register.
  • Expired office bearer continues to sign.
  • Minutes of Meeting Format
  • Governance Guide
  • Internal Financial Controls
  • Policies Checklist
  • Governance Meeting & Resolution System

Resolution FAQs

Who can sign a certified copy of a resolution?

Usually the office-bearer your bye-laws or deed authorise, often the President or Secretary. Some banks ask for two signatures. Check your governing document and the bank’s form. General information only, not legal advice.

Is a resolution valid if passed by WhatsApp or email?

Only if your bye-laws, deed or articles allow decisions by circulation, and the decision is later recorded in the minutes. If they are silent, hold a meeting. General information only, not legal advice.

Do we need a separate resolution to accept a grant?

Many funders ask for one, naming the grant, amount, purpose and the person authorised to sign the agreement. Even when not asked, it protects whoever signs.

Minutes or resolution: which is which?

Think of the minutes as the full account of a meeting and each resolution as one sentence-perfect decision inside it. Banks and funders get an extract of that decision alone.

Can a resolution be changed later?

Yes, by a fresh resolution that says which earlier one it amends or cancels. Never edit the old text in the minute book.

Should we put the resolution on letterhead?

An extract on letterhead is common and looks tidy, but what matters is the correct wording, date, and authorised signature.

A resolution format does not determine whether the organisation has legal power to take the decision. Use the applicable governing instrument, law and professional review where required.

If you plan to set up your organisation as a society and it is not registered yet, see our page on registering your society.

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