Title 13 b 406 powers of incorporators organizational form
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Minutes of Organizational Meeting of Directors for a 501(c)(3) Association Pursuant to ________________________ (notice or waiver of notice), the Board of
Directors of ________________________ (Name of Association) held its first meeting
at _____________________________________________ (street address, city, county,
state, zip code), on (date) , at ________________________ (time of meeting) .
Present at the meeting were all of the Directors being:
_______________________________________________________________ (Names of Directors). ________________________ (Name of Acting Chairperson) called the meeting to
order, and on motion duly made and seconded, was appointed temporary
Chairperson. ________________________ (Name of Secretary) was appointed
temporary Secretary.
The election of officers was then declared in order, and the following were duly elected: ________________________ (Name of President), President; ________________________ (Name of Vice President), Vice President; ________________________ (Name of Secretary), Secretary; and ________________________ (Name of Treasurer), Treasurer. ________________________ (Name of President) took the chair and presided at the
meeting.
The President then announced that the ________________________ (Articles or
Certificate) of Incorporation had been duly filed with the ________________________
(title of state official) of ________________________ (name of state) on
________________________ (date). The Secretary was instructed to cause a copy of
the ________________________ (Articles or Certificate) of Incorporation to be inserted
in the front of the Minute and Bylaw Book of the Association.
The Secretary then presented a proposed form of bylaws for the Association, which was
read and considered, section by section. On motion duly made, seconded, and carried,
it was:Resolved, that the bylaws submitted by the Secretary and read to this meeting are
adopted as the Bylaws of the Association, and the Secretary is instructed to certify two
copies of the Bylaws, one copy to be inserted in the Minute Book, the other to be kept at
the principal office of the Association and to be open to inspection by members at all
reasonable times during office hours.On motion duly made, seconded, and carried, it was:Resolved, that the form of corporate seal, conforming to the provisions of the Bylaws,
and making the following impression, is adopted as the seal of the Association:
(Seal)The Secretary was authorized and directed to procure all appropriate corporate books.On motion duly made, seconded, and carried, it was:Resolved, that ________________________ (name of bank) is selected as a
depository for the funds of the Association, and that the President, Vice President and
Treasurer are authorized to draw checks (including checks payable to their own order or
to bearer) on the above depository against the account of the Association, and to
endorse in the name of the Association and receive payment of all checks, drafts, and
commercial paper payable to the Association either as payee or as endorsee, (optional:
but that two signatures are required on any checks drawn on the account of the
Association;
Further Resolved, that the authority conferred shall remain in full force and effect until
revoked, and until a formal written notice of revocation has been given to and received
by ________________________ (name of bank);Further Resolved, that the certification of the Secretary of the Association as to the
appointment of persons authorized as signatories of the Association shall be binding on
the Association;Further Resolved, that the Secretary of the Association is directed to deliver to
________________________ (name of bank) a copy of these resolutions properly
certified by _______ (him/her).
On motion duly made, seconded, and carried, it was:Resolved, that the principal office of the Association for the transaction of business is
_____________________________________________ (street address, city, county,
state, zip code).
There being no further business, the meeting was adjourned.Dated: ________________________ (date)________________________________(Signature of Secretary)_____________________________(Printed Name of Secretary)Secretary
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