[Month, Day, Year]

Resolution No.: [Insert Resolution Number]

Whereas, pursuant to the provisions of the [State] Business Corporation Law and the Bylaws of [Your Company Name] (the "Firm"), the Board of Directors of the Firm deems it advisable and in the best interest of the Firm to appoint an independent auditor to audit the Firm's financial statements for the fiscal year ending [End of Fiscal Year];

Whereas, the Board of Directors recognizes the importance of maintaining the integrity and accuracy of the Firm's financial records and ensuring compliance with applicable laws and regulations;

Whereas, the Board of Directors has considered various factors and qualifications in selecting an auditor, including expertise, reputation, independence, and compatibility with the Firm's operations;

Resolved, that [Auditor's Name], a certified public accounting firm duly licensed and registered to practice in the State of [State], be and hereby is appointed as the independent auditor of the Firm for the fiscal year ending [End of Fiscal Year];

Resolved further, that the Board of Directors authorizes and directs [Your Name], [Corporate Secretary], to execute any and all documents and agreements necessary to effectuate the appointment of [Auditor's Name] as the Firm's independent auditor, including but not limited to engagement letters, fee agreements, and any required regulatory filings;

Resolved further, that [Auditor's Name] shall be authorized to perform the necessary audit procedures in accordance with generally accepted auditing standards and shall have access to all relevant financial records, documents, and personnel of the Firm;

Resolved further, that the Board of Directors shall review the audit report prepared by [Auditor's Name] upon its completion and shall take appropriate action based on the findings and recommendations therein;

Resolved further, that the Board of Directors shall annually review the performance of [Auditor's Name] and reassess its appointment as the Firm's independent auditor for subsequent fiscal years;

Resolved finally, that all actions previously taken by [Your Name] or any other officer of the Firm in connection with the appointment of [Auditor's Name] as the Firm's independent auditor are hereby ratified and confirmed;

Certification: I, [Your Name], [Corporate Secretary], hereby certify that the foregoing is a true and correct copy of a resolution duly adopted by the Board of Directors of [Your Company Name] at a meeting held on [Month, Day, Year], and that such resolution is now in full force and effect.

[Corporate Secretary]

[Your Company Email]

[Your Company Number]

This resolution is effective immediately upon adoption.

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