The initial meeting of the Board of Directors of
the Corporation was held at the office of the corporation,
on __________________, 20_____, immediately following
the initial meeting of shareholders of the Corporation.
The Director present was _____________________.
Temporary Chairman was nominated and elected and acted
as such until relieved by the President, same being
____________________.
The Chairman then presented and read to the meeting
a Waiver of Notice of meeting, subscribed by all of
the Directors of the Corporation.
Upon a motion duly made, seconded and unanimously
carried, it was:
RESOLVED, that the Chairman be requested to cause
the same to be spread at length upon the minutes.
The Chairman then stated that nominations for officers
of the Corporation were in order. The following persons
were nominated and thereupon elected to the position
opposite their names to serve until their successors
are elected and qualified:
_______________________ PRESIDENT
_______________________ VICE PRESIDENT
_______________________ SECRETARY
_______________________ TREASURER
The President, Vice President, Secretary and Treasurer
thereupon assumed their respective offices.
The Chairman then stated that is was advisable to
issue immediately certain shares of stock of the Corporation's
common stock at its par value, none of which are issued
and outstanding.
Thereupon, the following resolution was adopted:
RESOLVED, that the officers of the Corporation are
hereby authorized to issue at this time, shares of
the authorized capital stock of the Corporation to
the following:
SHARES TO BE CONSIDERATION
ISSUED TO NUMBER OF SHARES THEREFORE
____________ ______ ______
The following resolution was unanimously adopted:
RESOLVED, that the President and Treasurer be authorized,
empowered and directed to open a bank account and
to deposit therein all funds of the Corporation, payable
on said account to be made in the corporate name and
that a copy of the printed form of the bank resolution
be appended to the minutes of this meeting.
The President then presented and read the minutes
of the first meeting of shareholders of this Corporation,
and the same were, on motion duly made, seconded and
unanimously carried, in all respects ratified and
adopted by this Board of Directors.
The President then presented and read to the meeting
the Bylaws adopted at said meeting of the shareholders
and made a part of the minutes, and on motion duly
made, seconded and unanimously carried, the same were,
in all respects, ratified, confirmed and approved
as and for the Bylaws of the said Corporation.
On motion duly made, seconded and carried, the President
was directed to designate such agents for service
of process as the President may deem advisable from
time to time, and to file with the Office of the Secretary
of State, State of ____________, immediately and thereafter
as required, the appropriate certificates designating
the offices and agent or agents for
service of process on this Corporation, and further
to file copies of the same as a part of these minutes.
On a motion duly made, seconded and carried, the
Treasurer was directed to pay from the corporate funds
the expense of organizing the Corporation, approval
of payment being given to the bill of attorneys for
the Corporation.
Upon motion duly made, seconded and carried, the
law firm of _______________________, was named as
general counsel for this Corporation.
There being no further business to come before the
meeting, upon motion duly made, seconded and unanimously
carried, the same was adjourned.
DATED: __________________, 20______
______________________________
NOTICE
The information in this document is designed to
provide an outline that you can follow when formulating
business or personal plans. Due to the variances of
many local, city, county and state laws, we recommend
that you seek professional legal counseling before
entering into any contract or agreement.
