Board Resolutions

Written resolutions of the Sole Director. Fill in placeholders, sign, and retain in corporate records. Source markdown: FidemIt.App/docs/compliance/BOARD_RESOLUTION_*.md. Back to Governance Hub

Resolution 1 — Compliance Policies (AML / CTF / Internal Control)

Company: [COMPANY LEGAL NAME]
Date: [DATE]

WHEREAS, [Company Legal Name] ("the Company") is required to maintain written policies and procedures relating to Anti-Money Laundering (AML), Combating the Financing of Terrorism (CTF), and Internal Controls;

WHEREAS, the Company has adopted the following policies and procedures:

  1. AML, CTF & Internal Control Policies and Procedures (Version 1.0)
  2. Information Security Policy
  3. Access Control Policy
  4. Risk Management Policy
  5. Incident Response Policy
  6. Acceptable Use Policy
  7. Security Awareness and Training Policy
  8. Backup and Recovery Policy

WHEREAS, the Founder is the sole director and executive officer of the Company and, in the absence of a separate board of directors, holds all authority ordinarily vested in the board;

NOW, THEREFORE, BE IT RESOLVED, that:

  1. Approval of Policies. The Sole Director hereby reviews, approves, and adopts the policies and procedures listed above, and any future revisions thereto, as the official compliance and internal control framework of the Company.
  2. Authority to Approve Future Policies. The Sole Director is authorized to review, amend, and approve all Company policies and procedures, including AML, CTF, and internal control policies, without further resolution, provided that material changes are documented and dated.
  3. Compliance Officer Designation. The Sole Director, [YOUR FULL LEGAL NAME], is hereby designated as the Company's Compliance Officer, responsible for overseeing AML/CTF compliance and internal control effectiveness until such time as a dedicated Compliance Officer is appointed.
  4. Annual Review. All policies shall be reviewed at least annually, and the Sole Director shall re-approve or amend them as necessary. Each review and approval shall be documented.
  5. Effective Date. This resolution and the policies referenced herein are effective as of the date first written above.
  6. Filing. This resolution shall be maintained in the Company's corporate records.

IN WITNESS WHEREOF, the undersigned Sole Director has executed this Written Resolution on the date set forth above.

_______________________________
[YOUR FULL LEGAL NAME]
Founder & Sole Director
[Company Legal Name]

Date: _________________________

Resolution 2 — Information Security Policies

Company: [COMPANY LEGAL NAME]
Date: [DATE]

WHEREAS, [Company Legal Name] ("the Company") is required to maintain documented and approved information security, cybersecurity, confidentiality, and privacy policies and procedures;

WHEREAS, the Company has adopted the following information security and related governance documents:

  1. Information Security, Confidentiality & Privacy Policies and Procedures (Version 1.0)
  2. Information Security Policy
  3. Acceptable Use Policy
  4. Access Control Policy and Access Review Procedure
  5. Security Awareness and Training Policy
  6. Security Risk Management Policy
  7. Incident Response Policy
  8. Backup and Recovery Policy
  9. Endpoint Security Standard
  10. Web Filtering and Edge Protection Standard
  11. Privacy Policy (public-facing)

WHEREAS, the Founder is the sole director and executive officer of the Company and, in the absence of a separate board of directors, holds all authority ordinarily vested in the board;

NOW, THEREFORE, BE IT RESOLVED, that:

  1. Approval of Information Security Policies. The Sole Director hereby reviews, approves, and adopts the information security, confidentiality, privacy, and related policies listed above, and any future revisions thereto, as the official information security governance framework of the Company.
  2. Communication to Personnel. The approved policies shall be communicated to all employees, contractors, and agents at onboarding and at least annually thereafter. Acknowledgement of these policies shall be recorded and retained.
  3. Authority to Approve Future Revisions. The Sole Director is authorized to review, amend, and approve all information security and privacy policies without further resolution, provided that material changes are documented, versioned, and dated.
  4. Security Officer Designation. The Sole Director, [YOUR FULL LEGAL NAME], is hereby designated as the Company's Information Security Officer (or acting Security Officer) until such time as a dedicated officer is appointed.
  5. Annual Risk Review. The Company shall conduct an information security / cyber risk assessment at least annually, including vulnerability assessment and penetration testing (VAPT) where appropriate. Findings shall be communicated to the Sole Director, tracked to remediation, and retained as evidence.
  6. Annual Policy Review. All information security policies shall be reviewed at least annually, and the Sole Director shall re-approve or amend them as necessary. Each review and approval shall be documented.
  7. Effective Date. This resolution and the policies referenced herein are effective as of the date first written above.
  8. Filing. This resolution shall be maintained in the Company's corporate records alongside the approved policy documents.

IN WITNESS WHEREOF, the undersigned Sole Director has executed this Written Resolution on the date set forth above.

_______________________________
[YOUR FULL LEGAL NAME]
Founder & Sole Director
[Company Legal Name]

Date: _________________________