# Action by Unanimous Written Consent of the Board of Directors of [Organization name]

**Organization:** [Legal name], a [state] nonprofit corporation  
**Resolution no.:** [Year]-[number]  
**Subject:**   
**Effective:** When the last director signs  

The undersigned, being all of the directors of [Organization name], consent to the following action without a meeting, as permitted by [state statute] and [article and section] of the bylaws.

## Background

WHEREAS, [the facts that explain why the board is acting];

## Resolutions

RESOLVED, That [the action, stated exactly: what, who, how much, by when].  
FURTHER RESOLVED, That [officer] is authorized to [sign, file or do what's needed] to carry out this resolution.

## Signatures of all directors

| Director | Signature | Date |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  |  |  |

Directors may sign separate copies. A consent sent by email counts only where the law and the bylaws allow it.  
Filed with the minutes of the board on [date] by [secretary].