Below is the  Board Resolution Acknowledging Ownership Of And Merger With Companytemplate body. If necessary, please put the personal information, company information, such as text to replace the specific content you need. you can download the .doc template file on the end of the article by click download link. 

 BOARD RESOLUTION OF [YOUR COMPANY NAME]
ACKNOWLEDGING OWNERSHIP OF AND MERGER WITH [MERGING COMPANY]

DULY PASSED ON [DATE]


OWNERSHIP OF AND MERGER WITH [MERGING COMPANY]

WHEREAS, [YOUR COMPANY NAME], according to resolutions of its Board of Directors duly adopted at a meeting held on [DATE], intends to merge into itself said Merging Company; and

WHEREAS, [YOUR COMPANY NAME] owns all of the outstanding shares of each class of stock of Merging Company a [STATE/PROVINCE] corporation, be it: 

RESOLVED, that [YOUR COMPANY NAME] shall assume all of obligations of Merging Company; and that it be:

RESOLVED FURTHER, that said merger shall become effective upon the filing of a Certificate of Ownership and Merger with the [SECRETARY OF STATE or OTHER RESPONSIBLE] of [STATE/PROVINCE] or at such later time set forth therein; and that it be:

RESOLVED FURTHER, that upon effectiveness of said merger, the name of the Company shall be changed to [NAME]; and that it be:

RESOLVED FURTHER, that the bylaws of [YOUR COMPANY NAME] are amended in the following manner: 

[BYLAWS OF COMPANY, DATED], Article [NUMBER], C a new section shall be added to read:
 
The proper officers of the Company hereby are directed to make and execute a Certificate of Ownership and Merger setting forth a copy of the resolutions to so merge Merging Company into the Company and to assume its obligations, and to so change the name of the Company, and the date of adoption thereof, and to cause the same to be filed with the [SECRETARY OF STATE or OTHER RESPONSIBLE] of [STATE/PROVINCE] and to do all acts and things whatsoever, whether within or without the [State/Province] of [STATE/PROVINCE], which may be necessary or proper to effect said merger and change of name.

We, the undersigned, hereby certify that [YOUR COMPANY NAME] is comprised of [NUMBER] members, of whom [NUMBER], constituting a quorum, were present at a meeting duly and regularly called, noticed, convened and held this [DAY] day of [MONTH, YEAR], and that the foregoing Resolution was duly adopted at said meeting by the affirmative vote of [NUMBER] members, and opposed by [NUMBER] members, and that said Resolution has been duly recorded in the Minute Book and is in full force and effect.


          
[DIRECTOR]


          
[DIRECTOR]


          
[DIRECTOR]

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