As an incorporator of a company, you'll be using an Incorporators' Organizational Meeting form for the first meeting with other incorporators.
This document follows the article of incorporation and can also be used to appoint the board of directors. If the directors are already assigned, they can call an Incorporators' Organizational Meeting.
Incorporators' Organizational Meeting is the initial meeting attended by the incorporators of a company. This document serves to appoint the board of directors and needs to be approved by the shareholders.
Depending on the context and lingo, an Incorporators' Organizational Meeting may also be known as:
Incorporators' Meeting Record
Minutes of Incorporation's Organization Meeting
Incorporators' Meeting Minutes
Incorporators' Meeting Record
Documents for the Incorporators' Organizational Meeting are needed by the founders of a corporation to use in their first meeting. Alternatively, if the board of directors is named in the article of incorporation, the board can call the Incorporators' Organizational Meeting.
The meeting, which requires recording, must follow federal and the corporation's state laws.
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To create your document, please provide:
Corporation details: The corporation's name, usually followed by "Incorporated" or "Corporation" or an abbreviation of either.
Incorporator details: Full names of every incorporator. No other personal information, like social security number or address, is needed.
Meetings details: The address where the meeting took place, followed by the date and time. The chairman and the secretary of the meeting must also be named.
Incorporator resolutions: The checklist of incorporation resolutions to be included in the document, including approval of the corporate seal, passing the initial bylaws, appointing a banking institution, and obtaining and updating a minute book. Other resolutions like approving a new registered office location may require additional information.
Signature: The Incorporators' Organizational Meeting is valid once signed by all the incorporators listed in the document.
Incorporator: A person who files the article of incorporation and organizes the corporation. An incorporator's role is time-limited, as after the organization matters are settled, the duties transfer to the board of directors. A corporation can have more than one incorporator.
Corporate resolution: Decisions as approved by the shareholders, management of the corporation, or, initially, the incorporators. Resolutions are usually decided in board meetings, but they can also be agreed without one. In that case, they obtain it with the board's written consent.
The minute book: A compilation of corporate documents possibly, including the corporate bylaws, the security registers, the certificate of incorporation, among others. The minute book is the responsibility of the corporation's principal office.
Initial bylaws: Bylaws created by the incorporators in the Incorporators' Organizational Meeting. They need to be validated by the shareholders.
The Incorporators' Organizational Meeting document needs to be signed by all the incorporators. However, it becomes valid only after shareholder approval. Alternatively, the document can be signed by the board of directors if they were appointed in the article of incorporation. The form doesn't need to be notarized.
After filling the Incorporators' Organizational Meeting document, it needs to be signed by the incorporator(s) or the initial board of directors. After it's validation by the shareholders, it's kept in the Minute Book at the principal office.
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