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The Chairman announced that the forenamed persons had been elected to the office set
opposite their respective names. The President thereupon took the chair and the Secretary
immediately assumed the discharge of the duties of that office. The President then stated
that there were a number of organizational matters to be considered at the meeting and a
number of resolutions to be adopted by the Board of Directors.
The form of stock certificates was then exhibited at the meeting. Upon, a motion duly made
and seconded, it was:
RESOLVED, that the form of stock certificates presented at this meeting be, and the same
is hereby adopted and approved as the stock certificate of the Corporation, a specimen copy
of the stock certificate to be inserted in the Minute Book of the Corporation.
FURTHER RESOLVED, that the officers are hereby authorized to pay or reimburse the
payment of all fees and expenses incident to and necessary for the organization of this
Corporation. The Board of Directors then considered the opening of a corporate bank
account to serve as a depository for the funds of the Corporation.
Upon motion duly made and seconded, it was:
RESOLVED, that the Treasurer be authorized, empowered and directed to open an account
with and to deposit all funds of the Corporation, all drafts, checks and notes of the
Corporation, payable on said account to be made in the corporate name signed by
FURTHER RESOLVED, that officers are hereby authorized to execute such resolutions
(including formal Bank Resolutions), documents and other instruments as may be necessary
or advisable in opening or continuing said bank account. A copy of the applicable printed
form of Bank Resolution hereby adopted to supplement these Minutes is ordered appended
to the Minutes of this meeting.
It is announced that the following persons have offered to transfer the property listed below
in exchange for the following shares of the stock of the Corporation:
Name: ________________
Payment, Consideration or property: ________________
Number of Shares: ________________
Upon motion duly made and seconded, it was:
RESOLVED, that acceptance of the offer of the above-named stock subscribers is in the
best interest of the Corporation and necessary for carrying out the corporate business, and in
the judgment of the Board of Directors, the assets proposed to be transferred to the
Corporation are reasonably worth the amount of consideration offered, and the same hereby
is accepted, and that upon receipt of the consideration indicated above, the President and
the Secretary are authorized to issue certificates of fully-paid, non assessable capital stock of
this Corporation in the amounts indicated to the above-named persons.
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