It has become customary to prepare Unanimous Consents of Directors for many  transactions even if such actions are not required by the relevant By-laws  and/or Certificate of Incorporation.
Please consider carefully whether  Unanimous Consents of Directors are necessary or appropriate in a particular  transaction, i.e., the transaction is a significant transaction or evidence  of authority is required for a legal opinion.
When in doubt, please review  the By-laws and Certificate of Incorporation of the relevant entity and  discuss the matter with a member of the Office of the General Counsel.
Thank you.

Unanimous Consent of Directors