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Form #1442INITIAL DIRECTORS' ACTION IN LIEU OF MEETING
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INITIAL DIRECTORS' ACTION IN LIEU OF MEETING
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Initial directors'
action in lieu of meeting.
The undersigned, being all of the directors of
_________, a _________ corporation, declare and state, pursuant to Section
_________ of _________, that they consent to and adopt the following
resolutions and take the following actions:
1. On _________, the articles of incorporation of this
corporation were filed with the Secretary of State for the State of _________.
Resolved, that the articles of incorporation of this
corporation, are approved.
2. Resolved, that bylaws inserted in the minute book
of this corporation immediately following this action are adopted as the bylaws
of this corporation.
3. Resolved, that the following persons are elected to
the offices set forth before their respective names to serve for the term
provided in the bylaws:
President _________
Vice President _________
Vice President _________
Secretary _________
Treasurer _________
Assistant Secretary _________
4. Resolved, that the fiscal year of this corporation
is established as the calendar year.
5. Resolved, that the certificates to represent the
shares of this corporation be the same as the specimen certificate inserted in
the minute book of this corporation immediately following these minutes.
Further resolved, that all certificates of this corporation
shall bear the following legend:
"These securities have not been registered under
the Securities Act of 1933. They may not be sold or offered for sale in the
absence of an effective registration statement as to the securities under that
act, or an opinion from counsel satisfactory to the corporation that such
registration is not required."
6. Resolved, that this corporation is authorized to
issue _________ shares of its _________ stock, par value $_____ per share, to
_________, the sole shareholder of this corporation, upon payment by _________,
of $_____ to this corporation, and that the shares shall be deemed validly
issued, fully paid and nonassessable.
Further resolved, that the proper officers of this
corporation are authorized and directed to execute and deliver to _________, a
certificate representing the shares.
In witness, all of the directors have executed this
directors' action as of [date].
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Submissions to this site, including any legal or business forms, posts, responses
to questions or other communications by contributors are not intended as and should
not be construed as legal advice. You are strongly encouraged to consult competent
legal council before engaging in any action based upon content contained on this
site.
These downloadable forms are only for personal use. Retransmission, redistribution,
or any other commercial use is prohibited. This includes reposting forms from this
site to another site offering free legal or other document forms for download.
Please note that the donator may have included different usage terms regarding this
form, and you agree to abide by these terms. It is highly recommended that you have
a licensed attorney review any legal documents for which you are searching in order
to make sure that your needs are being properly and completely satisfied.
Your use of this site constitutes your acceptance of our terms of use and your agreement
to hold this site, its officers, employees and any contributors to this site harmless
for any damage you might incur from your use of any submissions contained on this
site. If you do not agree to the above terms, please do not proceed.
These forms are provided to assist business owners and others in understanding important
points to consider in different transactions. They are offered with the understanding
that no legal advice, accounting, or other professional service is being offered
by these documents or on this website. Laws vary in the different states. Agreements
acceptable in one state may not be enforced the same way under the laws of another
state. Also, agreements should relate specifically to the particular facts of each
situation. Therefore, it is important to consult legal counsel whenever utilizing
these forms. The Forms are not a substitute for legal advice YourFreeLegalForms.com
is not engaged in recommending or referring members on the site or making claims
about the competence, character or qualifications of its participating members.
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Keywords: INITIAL DIRECTORS' ACTION, IN LIEU OF MEETING
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