You granted the options, closed the round, appointed the officer — but has the board actually AUTHORIZED any of it? Every corporate action a startup takes (issuing equity, raising money, hiring officers, adopting a plan, opening a bank account, amending the charter) has to be approved by the board of directors or the stockholders, and the document that proves it is an Action by Written Consent — a “corporate resolution,” a “unanimous written consent,” a “board resolution,” a “written consent of stockholders.” It's the instrument investors, banks and diligence lawyers ask for, and it's what founders and corporate secretaries search for by name (corporate resolution, board resolution template, board of directors resolution, unanimous written consent, action by written consent, written consent of stockholders, incorporator statement). It's the authorizing layer under everything else PaperKit builds: form the company, raise money, grant equity, onboard the team — and paper the board/stockholder consent that approves it. PaperKit builds the right one: pick who's consenting — the BOARD OF DIRECTORS (directors acting by written consent in lieu of a meeting), the STOCKHOLDERS (shareholders acting by written consent in lieu of a meeting), or the SOLE INCORPORATOR (the first organizational actions: adopt the bylaws, appoint the initial directors) — and it reshapes the whole instrument. Then pick the focus, which rewrites the recitals and the standard “RESOLVED, that…” clauses: APPROVE EQUITY GRANTS / an option pool, approve a FINANCING / issuance of securities, APPOINT OFFICERS / approve hires, or GENERAL ratification. Add your own resolutions in a table — each becomes a numbered “RESOLVED, that…” clause — and list the consenting directors or stockholders, each of whom gets a printed signature line. Every part a real consent expects is here and toggleable: the WHEREAS recitals, the standard resolutions for your action, an omnibus further-action / ratification resolution, the effective-date and counterparts clauses, an optional waiver of notice, and a secretary's certification. It's self-drafted: the corporate secretary reviews and e-signs the certification online, the directors/stockholders sign their printed lines, and you download the clean PDF, with an optional notary block. (This is a template, not legal advice; written-consent requirements — unanimity for board consents, the voting threshold and notice for stockholder consents, and organizational steps for an incorporator — vary by state and by your charter and bylaws, so confirm yours before relying on this form.)
The big lever — it reshapes the whole consent.
Board consent — the directors approve corporate actions by unanimous written consent in lieu of a meeting.
The lever that rewrites the recitals + the standard “RESOLVED, that…” clauses for this action.
Approve equity grants — recitals + resolutions to adopt the option pool and approve the equity awards presented.
Each one becomes a numbered “RESOLVED, that…” clause. Write the clause without the “RESOLVED, that” prefix — it's added for you. Your standard approve equity grants resolutions are added automatically above these.
Each director who is consenting. Each gets a printed signature line on the consent. A board consent normally requires ALL directors to sign.
The officer certifying the consent. You draft and e-sign the certification online; the directors sign their printed lines.
Turn on what applies. Recitals, the standard resolutions, the omnibus further-action resolution, the secretary's certification, the counterparts clause and the effective-date statement are on by default.
A real corporate written consent with WHEREAS recitals, numbered RESOLVED clauses, a secretary's certification and signature lines. Who's consenting reshapes the whole instrument; the action focus rewrites the recitals + standard resolutions. Publish to get a hosted link you can e-sign online.
$9/mo — remove the DRAFT watermark + “Made with PaperKit” badge, unlimited clean-PDF consents, and Pro across every tool.
A corporate resolution / written consent is a template for convenience, not legal advice. Written-consent requirements — unanimity for board consents, the voting threshold and any notice for stockholder consents, and the organizational steps for an incorporator — vary by state and by your charter and bylaws. PaperKit is not a law firm and records electronic execution via the signer's typed name; confirm your requirements before relying on this form.