Minutes of First Meeting of Board of Trustees

Minutes of First Meeting of Board of Trustees of Main Street Church

The first meeting of the Trustees named in the Articles of Incorporation of Main Street Church, a non-profit corporation, was held at ,

, on day of , 20 , at .

1. Present and Absent Trustees. Present at the meeting, and constituting a quorum of the full board were the following persons:

No Trustee was absent.

2. Temporary Presiding Officer and Secretary. On motion and by unanimous vote was elected Temporary Presiding Officer, and

was appointed Temporary Secretary of the Meeting.

3. Call and Notice of Meeting. The Temporary Presiding Officer announced that this meeting was held pursuant to a call signed by a majority of the Trustees, for the purpose of adopting Bylaws, electing officers, and transacting such other business as may come before the meeting, and that written notice of the time and place of the meeting had been sent to each Trustee by prepaid mail at least days before the meeting; and, on motion duly made, seconded, and unanimously carried, a copy of the call and notice was made a part of the minutes of the meeting.

4. Filing of Certificate of Incorporation. It was reported by the Temporary Presiding Officer that the original Articles of Incorporation were filed with the

on day of , 20 , and that a copy of the Articles certified by the was filed in the office of the County Clerk of , , on day of , 20 . A certified copy of the Articles of Incorporation showing the above filing was delivered to the Temporary Secretary, with directions to insert it in the minute book of the Corporation.

5. Adoption of Bylaws. Bylaws prepared by attorney of the Corporation were presented by the Acting Secretary. On Motion made, seconded, and unanimously carried, the following Resolution was adopted:

Whereas, no Bylaws have been adopted governing the conduct of the Board of Trustees; and

Whereas, the Bylaws presented to this Meeting are suitable for the purpose and their adoption is in the best interest of the Corporation;

Now, therefore, for these reasons it is now resolved that the Bylaws presented to this Meeting become the Bylaws of this Corporation effective immediately.

It is Further Resolved that the Bylaws be authenticated as such by the Certificate of the Secretary of this Corporation and placed in the Minute Book of the Corporation, and that a full and true copy of the Bylaws, certified by the Secretary, be kept at the principal office of the Corporation for inspection by the Shareholders at all reasonable times during business hours.

6. Election of Officers. The Temporary Presiding Officer announced that the Bylaws provided for the election of a President, a Vice President, a Secretary, and a Treasurer. An election to fill these various offices was held and the following were declared by the Temporary Presiding Officer to be elected to the respective offices indicated after the names of each for the term provided in the regulations:

Names of OfficersOffice

President

Vice President

Secretary

Treasurer

Each elected officer was present at the meeting and assumed the duties of his or her position. The President replaced the Temporary Presiding Officer, and the Secretary replaced the Temporary Secretary of the meeting.

7. Bond for Treasurer. On Motion made, seconded, and unanimously carried, it was resolved that the Treasurer be required to give a Corporate Surety Bond of $ before entering on the duties of his office, and that the Board of Trustees be authorized to approve the bond as to sufficiency and form.

8. Adoption of Seal. On motion duly made, seconded, and unanimously carried, it was resolved that the Corporation adopt as its seal the words, figures, and design impressed on this document consisting of with the words and the words and figures “Incorporated on day of , 20 , State of .”

9. Depository for and Withdrawal of Funds. To provide a depository for the funds of the Corporation and to authorize those who may withdraw them on behalf of the corporation, on motion made, seconded, and declared carried, the following Resolution was adopted:

It is Resolved:

That of , is selected as a depository for the funds of the corporation and that, as specified below, the following officers of this Corporation are authorized as follows:

Names of OfficersTitle of Officers

Any of the above officers must sign a check of the corporation.

It is further resolved that these officers are authorized and directed to withdraw those funds from the depository and that is authorized to pay any such instruments so indorsed and presented to it for payment.

It is Further Resolved:

That the authority now conferred shall remain in full force until written notice of its revocation by the Board of Trustees of the Corporation shall have been received by the depository, and that the Secretary is authorized and directed to deliver to the bank a certified copy of this resolution and to certify to the Bank the true and correct signatures of the officers named above.

10. Payment for Legal Services. The matter of payment for legal services in the formation and organization of the Corporation and the obtaining for it of a permit to issue and sell its shares of stock was next considered. The Secretary read to the meeting a letter from , advising that he had advanced $ in filing fees and miscellaneous costs, and that the fee for his professional services is $ .

On motion made, seconded, and declared carried by the President, the following was adopted:

It is Resolved:

That this Corporation accept the offer made to it by and discharge its obligation to him for legal services and expenses in the formation and organization of the Corporation by paying him the sum of $ .

It is Further Resolved:

That the fair monetary value of those legal services to this Corporation is $ .

11. Adjournment. There being no further business to come before the meeting, on motion duly made, seconded, and unanimously carried, the meeting was declared adjourned.

Secretary's Certification of Resolution

I, , hereby certify that I am the secretary of , a/an non-profit corporation , and that I have compared the foregoing with a Resolution adopted by the Board of Trustees of the Corporation at a regular meeting held at the office of the Corporation, a quorum being present, on as recorded in the Minute Book of the Corporation, and I hereby certify that the same is a true, correct, and complete copy thereof, and that the same has not been amended or repealed and is now in full force and effect.

Witness my signature this the day of , 20 .