Fill and Sign there Should Be at Least a President and a Secretary Form

ANNUAL MINUTES NOTES 1) There must be at least one Director and you must provide their address. 2) There should be at least a President and a Secretary. These may be the same person . MINUTES OF ANNUAL ACTIONS TAKEN BY THE UNANIMOUS WRITTEN CONSENT OF THE SHAREHOLDERS AND BOARD OF DIRECTORS OF ____________________________________________ IN LIEU OF AN ANNUAL MEETING THEREOF These Consent Minutes describe certain annual actions taken by the Share holders and the Board of Directors of ____________________________________________, a Kentucky Business Corporation, in lieu of an annual meeting thereof and pursuant to the Kentuc ky Business Corporation Act (Kentucky Revised Statutes, Title XXIII, Chapter 271B) which provides that any action required or permitted to be taken at an annual Shar e holders' or Board of Directors' meeting of a Kentucky business corporation may be taken w ithout a meeting if the action is taken by all the Shareholders entitle d to vote on the action and all members of the Board and is evidenced by one or more written consents describi ng the action taken which are signed by all of the Shareholders entitled to v ote on the action and each Director and delivered to the corporation for inclusion in the minutes or fi ling with the corporate records, with such consent to have the effect of a unanimous meeting vote. Such consent herein and hereto is evidenced by the signatures of the Share holders and Directors of the corporation affixed hereto. The Shareholders and Directors acknowledge that it is necessary or des irable to take various annual actions in connection with the corporation in accordance w ith Kentucky Business Corporation Act. Therefore, the undersigned, Shareholders and Directors, being all of the Shareholders entitled to vote on these ma tters and all of the members of the Board of Directors of the corporation, do hereby waive (i) notice of the time, place and purpose of, (ii) call of, and (iii) the necessity o f annual Shareholders' and Board of Directors' meetings thereof and unanimously and severally and collec tively adopt, by consent and without the necessity and formality of convening, and in lieu of such meeting thereof, the following Acts and Resolutions as being the j oint actions of the Shareholders and Board of Directors, as if in a meeting duly assembled: Election of Directors: RESOLVED, that each of the following persons are hereby elected to s erve as a member of the Board of Directors of the Corporation, and to hold said position until the next annual meeting of the Board of Directors or until the earli er of their resignation or removal, or until their respective successors shall be duly elected and qualified: Name Address _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ Approval of Actions by Directors: RESOLVED, that the actions of Board of Directors taken in the preceding year on behalf of the corporation be and they are hereby accepted, ratified and approved. Election of Officers: RESOLVED, that each of the following persons are hereby elected to s erve as an officer of the Corporation, to hold the office or offices set forth opposite the ir respective names until the first annual meeting of the Board of Di rectors, until their earlier resignation or removal, or until their successors a re duly elected and qualified: Office Name President _________________________________________ Vice-President _________________________________________ Secretary _________________________________________ Payment of Expenses: RESOLVED, that the payment of corporate expenses by the Secretary of t he Corporation is hereby approved, ratified and accepted. Filing of Consent: RESOLVED, that the Secretary of the Corporation is hereby directed to mak e the original of this consent part of the official minutes of the Corporation to be filed in the minute book of the Corporation. THE UNDERSIGNED SHAREHOLDERS AND DIRECTORS, BEING ALL THE SHAREHOLDERS ENTITLED TO VOTE ON THE MATTERS DESCRIBE D ABOVE, AND ALL THE ENTIRE MEMBERSHIP OF THE BOARD OF DIRECTORS OF ________________________________ DO HEREBY EXPRESSLY CONSENT TO THE FOREGOING RESOLUTIONS AS BEING THE JOINT ACTIONS OF T HE SHAREHOLDERS AND DIRECTORS OF SUCH KENTUCKY BUSINESS IN ACCORDANCE WITH THE KENTUCKY BUSINESS CORPORATION ACT (KENTUCKY REVISED STATUTES, TITLE XXIII, CHAPTER 271B), AND IN LIEU OF AN ANNUAL MEETING THEREOF, TO BE EFFECTIVE AS OF ________________________________. _________________________________ _________________________________ Shareholder and Director _________________________________ _________________________________ Shareholder and Director _________________________________ _________________________________ Shareholder ATTEST: ______________________________, Secretary