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Corporate Resolutions



First Board Consent



First Shrhldr Consent



Annual Board Consent



Annual Shrhldr Consent



Special Resolution



Stock Agreements



Asset Transfers



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Corporate Resolutions

Incorporating your business establishes an opportunity to limit liability, exploit tax benefits and apportion equity. However, to achieve these benefits you must operate the business through the corporate enterprise. Validating the operability of the corporation requires documentation showing corporate actions. Such documentation typically takes the form of resolutions. Resolutions are typically adopted by Board or shareholder action. Although these actions are commonly adopted at meetings of shareholders or Boards, you can often adopt resolutions by written consent of a majority of shareholders or unanimous Board vote. Any action taken by a majority of shareholders usually requires other shareholders to be notified within a specific period of time. These rules may vary among states and types of corporations, so you will want to be sure and consult with local counsel on this issue.

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What's in the Corporate Resolutions Sub-Library

The Unanimous Written Consent in Lieu of First Meeting of the Board of Directors of the Corporation provides an abbreviated format for adopting traditional first resolutions.

The Written Consent of Shareholders in Lieu of First Meeting of the Shareholders of the Corporation contains three simple resolutions.

The Unanimous Written Consent in Lieu of Annual Meeting of the Board of Directors provides an abbreviated approach to adopting the standard annual resolutions.

The Written Consent in Lieu of Annual Meeting of Shareholders documents four resolutions as the typical standards for annual shareholder action.

The Written Consent in Lieu of Special Meeting of all directors and a majority of shareholders provides a framework for the adoption of special resolutions.


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  CORPORATE RESOLUTIONS



Scott Draughon outlines how resolutions can help to safeguard your enterprise.

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