Corporate resolution dating

[Belgarath]

Amendment just came in. The adopting resolution language says it was "duly adopted" on August 25th. However, it was SIGNED on August 31. Is it still valid, or do those dates need to match? Does it depend on state law? 

P.S. I'm talking about the corporate resolution. The amendment itself, while being signed on August 31, isn't effective until November 1, so no worries there.

[QDROphile]

State law, corporate articles and bylaws, the nature, form, text, and context of the resolution, and what you mean by “signed” and by whom.

For example, from your post, I cannot tell if this was (1) a resolution adopted at a meeting on August 25 and memorialized in minutes signed by the Secretary on August 31, (2) a unanimous written consent that specified an August 25 effective date, executed by all directors with dated  signatures of August 31, or (3) something else that is valid and effective, as stated, under applicable state law.

[Belgarath]

Ok, thanks. Since it was prepared by their attorney, I'm happy to accept it. I was just curious, for my own info. 

[rocknrolls2]

Belgarath, you should be aware that, in some cases, the plan document may specify how the plan may be amended, including how an amendment may be adopted. You should consider both the plan document and corporate law (with the advice of an attorney) to get the correct answer. If the Plan document contains such a provision, then it would override otherwise applicable state law to the extent consistent with ERISA and the Code.

[Luke Bailey]

If the resolution was adopted by the employer's board of directors, they may have met on 8/25 or signed off on a unanimous consent on 8/25, in either case authorizing the amendment to be executed by a corporate officer, who may have done so on September 5th. That would be typical.