Corporate Secretary Rotation Resolution

In Philippine corporation law, the election of officers, including designated signatories, is still necessary even if the term is less than 2 years. The Revised Corporation Code requires annual elections by the board of directors.
Do you need more specific details or have other questions regarding corporate governance?

No, under Philippine Corporation Law, a bank signatory of a corporation is not necessarily required to be an officer of the corporation. The board of directors has the discretion to authorize any person to act as a signatory, as long as such authorization is properly documented and approved.
Do you have any other questions or need further clarification?

Sure, here's a draft for a Secretary's Certificate:
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Date: [Insert Date]
[Bank Name]
[Bank Address]
Subject: Secretary’s Certificate
Dear Sir/Madam,
I, [Secretary's Name], the duly elected and acting Corporate Secretary of [Corporation Name] (the “Corporation”), a corporation duly organized and existing under and by virtue of the laws of the Philippines, with principal office at [Corporation Address], do hereby certify that at the regular/special meeting of the Board of Directors of the Corporation held on [Date of Meeting], the following resolutions were unanimously approved:
RESOLVED, that the following individuals are hereby designated as the authorized signatories for the Corporation's account(s) with [Bank Name]:
- [Name of Signatory *]
- Position: [Position]
- Specimen Signature: __________________
- [Name of Signatory *]
- Position: [Position]
- Specimen Signature: __________________
RESOLVED FURTHER, that the above-named individuals are authorized to sign, on behalf of the Corporation, checks, drafts, and other orders for the payment of money, notes, orSure, here's a draft for a Secretary's Certificate:
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Date: [Insert Date]
[Bank Name]
[Bank Address]
Subject: Secretary’s Certificate
Dear Sir/Madam,
I, [Secretary's Name], the duly elected and acting Corporate Secretary of [Corporation Name] (the “Corporation”), a corporation duly organized and existing under and by virtue of the laws of the Philippines, with principal office at [Corporation Address], do hereby certify that at the regular/special meeting of the Board of Directors of the Corporation held on [Date of Meeting], the following resolutions were unanimously approved:
RESOLVED, that the following individuals are hereby designated as the authorized signatories for the Corporation's account(s) with [Bank Name]:
- [Name of Signatory *]
- Position: [Position]
- Specimen Signature: __________________
- [Name of Signatory *]
- Position: [Position]
- Specimen Signature: __________________
RESOLVED FURTHER, that the above-named individuals are authorized to sign, on behalf of the Corporation, checks, drafts, and other orders for the payment of money, notes, or

Here is the continuation of the Secretary's Certificate draft:
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other instruments of withdrawal from the Corporation’s account(s) with [Bank Name].
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the Corporation this [Day] day of [Month], [Year].
_____________________
[Secretary's Name]
Corporate Secretary
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Do you need any other legal documents or further assistance?

Sure, here's a draft resolution for allowing two persons to serve as Corporate Secretary temporarily on a rotation basis:
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Date: [Insert Date]
RESOLUTION NO. [Insert Resolution Number]
SUBJECT: Temporary Rotation of Corporate Secretary
WHEREAS, [Corporation Name] (the "Corporation") requires the appointment of a Corporate Secretary;
WHEREAS, the Board of Directors deems it beneficial for the Corporation to allow two individuals to serve as Corporate Secretary on a temporary rotational basis;
NOW, THEREFORE, BE IT RESOLVED, as it is hereby resolved, that:
*. [Name of Person *] and [Name of Person *] are hereby appointed to serve as Corporate Secretary on a rotational basis for a period of [insert period, e.g., six months].

*. The rotation schedule shall be as follows:
- [Name of Person *] shall serve as Corporate Secretary from [Start Date *] to [End Date *].
- [Name of Person *] shall serve as Corporate Secretary from [Start Date *] to [End Date *].

*. Both individuals shall perform the duties and responsibilities of theCorporate Secretary during their respective terms and shall ensure a smooth transition between rotations.
*. This resolution shall take effect immediately upon approval.
IN WITNESS WHEREOF, we have hereunto set our hands this [Day] day of [Month], [Year].
_____________________
[Name]
Chairman of the Board
_____________________
[Name]
Director
_____________________
[Name]
Director
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Would you like any additional modifications or further assistance with other legal documents?

Here’s a draft for the corporate resolution:
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CORPORATE RESOLUTION
OF
[CORPORATION NAME]
ALLOWING TWO PERSONS TO SIT AS CORPORATE SECRETARY TEMPORARILY ON A ROTATION BASIS
HELD ON [DATE]
WHEREAS, the Board of Directors of [Corporation Name] (the “Corporation”) recognizes the need for flexibility in the role of Corporate Secretary;
WHEREAS, the Corporation wishes to appoint two individuals to serve as Corporate Secretary on a temporary and rotational basis;
NOW, THEREFORE, BE IT RESOLVED, that the following individuals are hereby appointed to serve as Corporate Secretary of the Corporation on a rotational basis:
*. [Name of Person *]
- Specimen Signature: __________________
*. [Name of Person *]
- Specimen Signature: __________________
BE IT FURTHER RESOLVED, that [Name of Person *] and [Name of Person *] shall serve as Corporate Secretary on a rotational basis, with each term lasting [specify duration, e.g., three months], or until a permanent Corporate Secretary is appointed;
BE IT FURTHER RESOLVED, that[Name of Person *] and [Name of Person *] shall have all the powers and responsibilities of the Corporate Secretary during their respective terms of rotation;
BE IT FURTHER RESOLVED, that the foregoing resolutions shall take effect immediately and remain in effect until further notice from the Board of Directors;
IN WITNESS WHEREOF, the undersigned has executed this resolution as of the date first written above.
_______________________
[Chairman’s Name]
Chairman of the Board
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Do you need any more details or another type of document?