Appointment of Accountant or Attorney Form 2172 authorizes the attorney to defend the corporation in a suit filed against it.~ Form 2172: BOARD OF DIRECTORS' RESOLUTION AUTHORIZING ATTORNEY TO DEFEND CORPORATION AGAINST A CLAIM~ BOARD OF DIRECTORS' RESOLUTION AUTHORIZING ATTORNEY TO DEFEND CORPORATION AGAINST A CLAIM WHEREAS, a claim against this Corporation has been presented by > and WHEREAS, it appears that the aforesaid claim is without merit, it is hereby RESOLVED, that the law firm of > is hereby authorized to defend this Corporation against the meritless claim presented by > , and to take whatever actions they consider necessary and appropriate to defend this Corporation, subject to the consent of the President of this Corporation. The undersigned, > , certifies that I am the duly appointed Secretary of > Corporation and that the above is a true and correct copy of a resolution duly adopted at a meeting of the directors thereof, convened and held in accordance with law and the Bylaws of said Corporation on > , 19> , and that such resolution is now in full force and effect. IN WITNESS THEREOF, I have affixed my name as Secretary of > Corporation and have attached the seal of > Corporation to this resolution. Secretary Dated: > , 19> . (SEAL)