Action by Written Consent of Members
(Guarantor — Member-Managed LLC)


This Written Consent of Members form is the unanimous written consent of the members, sole member, or managing member(s) of a group of guarantors with the same member(s), authorizing guarantee of a loan and related documents. This form includes practical guidance and drafting notes.When corporate entities enter into a financing transaction, the enforceability of the documents forming such transaction depends on the due authorization of the parties to enter into a financing transaction. The signatories of each of the parties must first obtain such authorization, and confirmation of this should be performed by counsel to the counter-party. Borrower’s counsel must confirm the due authorization of the parties in order to issue a valid enforceability legal opinion. Business entity resolutions and unanimous written consent documents evidence this authorization.This form covers a group of member-managed limited liability company (LLC) subsidiary guarantors that are loan parties in a financing...