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R-1036 - 03/10/2009 - FINANCE - Resolutions Supporting Documentsr �• r � �0 AGENDA ITEM Regular Board of Trustees Meeting of March 10, 2009 SUBJECT: Bank Signature Resolution FROM: Dave Niemeyer, Village Manager BUDGET SOURCE/BUDGET IMPACT: N/A oil RECOMMENDED MOTION: I move that the Village Board approve Resolution R -1036 regarding authorized bank signers. Background /History: Due to the resignation of Darrell Langlois as Finance Director/Village Treasurer, it is necessary to update our banking resolution with MB Financial Bank. The primary purpose of this document is to name the persons authorized to transact Village banking business, which primarily consists of check signing and wire transfers. It is recommended that Assistant Finance Director Sharon Dangles (who is recommended to be named Acting Village Treasurer later this evening) be substituted wherever Darrell Langlois formerly appeared. All of the existing controls remain in place, only that Darrell Langlois has been replaced by Sharon Dangles. Please let me know if you have any comment or questions. Last saved by dlangloi I \ FINANCE \DLANGLOI\ WORD \banksignersharonfordarrell doc Last printed 3/3/2009 4 10 PM RESOLUTION 2009- FI- FACS -R -1036 RESOLUTION OF LODGE, ASSOCIATION OR OTHER SIMILAR ORGANIZATION MB FINANCIAL BANK N A. By VILLAGE OF OAK BROOK 6111 NORTH RIVER ROAD 1200 OAK BROOK ROAD ROSEMONT, IL 60018 OAK BROOK, IL 60523 Replacement 10 -07 301320700 9301321700,3013227009301323700 Referred to in this document as "Financial Institution" Referred to in this document as 'Association ' Charlotte K. Pruss certify that I amaAwXjkof the above named association organized under the laws of ILLINOIS Federal Employer I D Number 36- 6009534 , and that the resolutions on this document are a correct copy of the resolutions adopted at a meeting of the Association duly and properly called and held onMarch 10, 2009 (date) These resolutions appear in the minutes of this meeting and have not been rescinded or modified AGENTS Any Agent listed below, subject to any written limitations, is authorized to exercise the powers granted as indicated below Name and Title or Position Signature Facsimile Signature (if used) A John W. Craig, Village President X X B David Niemeyer, Village Manager x X c Sharon Dangles,Acting Vlg. Treasurer X &ZDn x u E F X X X X X— - - -- - - -- - POWERS GRANTED (Attach one or more Agents to each power by placing the letter corresponding to their name in the area belore each power Following each power Indicate the number of Agent signatures required to exercise the power ) Indicate A, B, C, Description of Power Indicate number of D, E, and /or F signatures required (1) Exercise all of the powers listed In this resolution A, B s C (2) Open any deposit or share account(s) in the name of the Association A, B. C (3) Endorse checks and orders for the payment of money or otherwise withdraw or transfer funds on deposit with this Financial Institution (4) Borrow money on behalf and In the name of the Association, sign, execute and deliver promissory notes or other evidences of Indebtedness (5) Endorse, assign, transfer, mortgage or pledge bills receivable, warehouse receipts, bills of lading, stocks, bonds, real estate or other property now owned or hereafter owned or acquired by the Association as security for sums borrowed, and to discount the same, unconditionally guarantee payment of all bills received, negotiated or discounted and to waive demand, presentment, protest, notice of protest and notice of non - payment (6) Enter Into a written lease for the purpose of renting, maintaining, accessing and terminating a Safe Deposit Box In this Financial Institution (7) Other -- -- LIMITATIONS ON POWERS The following are the Association's express limitations on the powers granted under this resolution One signature required for checks under $10,000 Two signatures required for checks over $10,000 EFFECT ON PREVIOUS RESOLUTIONS This resolution supersedes resolution dated 10 9 O7 If not completed, all resolutions remain in effect CERTIFICATION OF AUTHORITY I further certify that the Association has, and at the time of adoption of this resolution had, full power and lawful authority to adopt the resolutions on page 2 and to confer the powers granted above to the persons named who have full power and lawful authority to exercise the same (Apply Seal below where appropriate ) ❑ If checked, the Association is a non - profit lodge, association or similar organization X ( XXVillage C er X - - -- (Attest by Other Officer) X -- -- (Attest by Other Officer) M ©1985, 1997 Bankers Systems, Inc , St Cloud, MN Form OA -1 4/30/2003 /page 1 of Il RESOLUTIONS The Association named on this resolution resolves that, (1) The Financial Institution is designated as a depository for the funds of the Association and to provide other financial accommodations Indicated in this resolution (2) This resolution shall continue to have effect until express written notice of its rescission or modification has been received and recorded by the Financial Institution Any and all prior resolutions adopted by the Association and certified to the Financial Institution as governing the operation of this association's account(s), are in full force and effect, until the Financial Institution receives and acknowledges an express written notice of its revocation, modification or replacement Any revocation, modification or replacement of a resolution must be accompanied by documentation, satisfactory to the Financial Institution, establishing the authority for the changes (3) The signature of an Agent on this resolution is conclusive evidence of their authority to act on behalf of the Association Any Agent, so long as they act in a representative capacity as an Agent of the Association, is authorized to make any and all other contracts, agreernents stipulation, orui orders which they may deem advisable for the effective exercise of the powers indicated on page one, from time to time with the Financial Institution, subject to any restrictions on this resolution or otherwise agreed to In writing (4) All transactions, if any, with respect to any deposits, withdrawals, rediscounts and borrowings by or on behalf of the Association with the Financial Institution prior to the adoption of this resolution are hereby ratified, approved and confirmed (5) The Association agrees to the terms and conditions of any account agreement, properly opened by any Agent of the Assoc dtiori I he ASSoc ,iti ,n authorizes the Financial Institution, at any time, to charge the Association for all checks, drafts, or other orders, for the payment of money, that are drawn on the Financial Institution, so long as they contain the required number of signatures for this purpose (6) The Association acknowledges and agrees that the Financial Institution may furnish at its discretion automated access devices to Agents of the Association to facilitate those powers authorized by this resolution or other resolutions in effect at the time of issuance The term "automated access device" includes, but is not limited to, credit cards, automated teller machines (ATM), and debit cards (7) The Association acknowledges and agrees that the Financial Institution may rely on alternative signature and verification codes Issued to or obtained from the Agent named on this resolution The term "alternative signature and verification codes" includes, but is not limited to, facsimile signatures on file with the Financial Institution, personal identification numbers (PIN), and digital signatures If a facsimile signature specimen has been provided on this resolution, (or that are filed separately by the Association with the Financial Institution from time to time) the Fui,im iai Institution is authorized to treat the facsimile signature as the signature of the Agent(s) regardless of by whom or by what means thc, !w 5 i m, signature may have been affixed so long as it resembles the facsimile signature specimen on file The Association authorizes each Agent to hav, custody of the Association's private key used to create a digital signature and to request issuance of a certificate listing the corre5pondinq puhlir key The Financial Institution shall have no responsibility or liability for unauthorized use of alternative signature and verification codes unle5, otherwise agreed in writing Pennsylvania The designation of an Agent does not create a power of attorney, therefore, Agents are not subject to the provisions of 20 Pa C S A Section 5601 et seq (Chapter 56, Decedents, Estates and Fiduciaries Code) unless the agency was created by a separate power of attorney Any provision that assigns Financial Institution rights to act on behalf of any person or entity is not subject to the provisions of 20 Pa C S A Section 5601 et seq (Chapter 56, Decedents, Estates and Fiduciaries Code) FOR FINANCIAL INSTITUTION USE ONLY Acknowledged and received on (date) by (initials) ❑ This resolution is superseded by resolution datf-d Comments � M ©1985, 1997 Bankers Systems, Inc , St Cloud, MN Form OA -1 4/30/2003 (page 2 of 2)