Board Resolution Authorizing Chapter 11

Summary

This board resolution authorizing bankruptcy template may be used when a corporation and its affiliates/subsidiaries are filing Chapter 11 bankruptcy cases. This template includes practical guidance, drafting notes, and alternate and optional clauses. A corporation's authority to file a bankruptcy petition is derived from state law. Counsel should review the corporation's bylaws, charter, and state and local laws to determine the procedures for authorizing a bankruptcy filing. Counsel should pay attention to "notice to be given, time of notice, majorities required, proper execution of the resolution or other evidence of authority, such as a unanimous consent of directors and such other formalities as may be significant under local law." Collier Bankruptcy Practice Guide P 5.03. Directors ordinarily have the authority to file a bankruptcy petition without the consent of the shareholders. For a full listing of key content for in-house counsel and corporate secretaries when performing corporate functions, see In-House Corporate Secretary Resource Kit. For a complete list of content when representing a debtor that is filing for Chapter 11, see Filing for Chapter 11 Bankruptcy Resource Kit. For a copy of the template voluntary petition for non-individual debtors, see Voluntary Petition (Official Form 201). For information on Chapter 11 and first day filings, see Chapter 11 Proceedings and First Day Filings. For additional resources and templates, see Filing for Chapter 11 Bankruptcy Resource Kit. To track debtor professionals retained mega Chapter 11 bankruptcy cases, see Debtor Professionals Mega Tracker. To track the hourly rates of the debtor's legal professionals in mega Chapter 11 bankruptcy cases, see Law Firm Rates Tracker (Debtor Professionals Mega Bankruptcies).