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MODEL RESOLUTION <br />RESOLUTION NO. <br />RESOLUTION OF THE [GOVERNING BODY] OF [ORGANIZATION] <br />AUTHORIZING REPRESENTATION IN IRS MATTER AND <br />DELEGATING AUTHORITY TO EXECUTE FORM 2848 IRS POWER OF <br />ATTORNEY <br />WHEREAS, the TML MultiState Intergovernmental Employee Benefits Pool (the "Pool") <br />may have failed to timely file IRS Forms 1094-C and 1095-C (the "Tax Forms") for the 2016 and <br />2017 federal tax years on behalf of [organization], related to [organization's] provision of <br />minimum essential health coverage to its employees; and <br />WHEREAS, the Pool has agreed to resolve any proposed imposition of penalties and fines <br />by the IRS for the late filing of the Tax Forms (the "Penalties") on behalf of all affected members <br />of the Pool, including [organization]; and <br />WHEREAS, the Pool has engaged the law firm of Mitchell, Williams, Selig, Gates & <br />Woodyard, PLLC ("Mitchell Williams") to represent the Pool and its members before the IRS with <br />respect to any such Penalties, and the Pool shall be solely responsible for all communication with <br />and payment of Mitchell Williams with regard to such matter; and <br />WHEREAS, in order for Mitchell Williams and its attorneys to communicate with the IRS <br />regarding any Penalties proposed to be assessed against [organization], an authorized official of <br />[organization] must execute a Form 2848 IRS Power of Attorney authorizing the attorneys to <br />represent [organization] before the IRS; and <br />WHEREAS, [governing body] finds it necessary and proper to authorize [organization <br />official] to execute a Form 2848 on behalf of [organization] for such purpose; <br />NOW THEREFORE, IT IS HEREBY RESOLVED: <br />1. [Organization] is hereby authorized to engage Mitchell Williams to represent <br />[organization] before the IRS with respect to resolving the proposed IRS Penalties that have been <br />or may in the future be asserted against [organization]. <br />2. [organization official] is hereby authorized to execute a Form 2848 IRS Power of <br />Attorney, in the form attached hereto as Exhibit A, for the purpose of granting the attorneys listed <br />therein the authority to represent [organization] before the IRS solely with respect any such <br />proposed Penalties for tax years 2016 and 2017. <br />PASSED AND APPROVED this <br />ATTEST: <br />day of 2019 <br />APPROVED: <br />Secretary or Clerk Mayor or Board Chair <br />