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te Seal ____________________ Signature of Secretary of Corporation ____________________ Printed Name of Secretary of Corporation Minutes of Special Board of Directors Meeting 2 4. Upon motion made and carried, the board of directors RESOLVED that: There being no further business, upon motion made and carried, the meeting was adjourned. Dated: ____________, 20 ___ Corporattach the appropriate Affidavit of Mailing of Notice or Waiver of Notice to the minutes of this meeting. 3. The following business was then discussed: Minutes of Special Board of Directors Meeting 1ess. 2. The secretary reported that notice of the meeting had been properly given or waived by each director in accordance with the bylaws. Upon motion made and carried, the secretary was ordered to aetary of the corporation, served as secretary for the meeting. 1. The president called the meeting to order. The president determined that a quorum was present and that the meeting could conduct busin___________________________________________________________________________. ________________________ , the president of the corporation, presided over the meeting. ________________________ , the secre directors of this corporation. The following persons were also present: ____________________________________________ ______________________________________________________________________________ _____________________________ ______________________________________________________________________________ _____________________________________________________________________________, all of whom aral meeting was: ____________________________________________ _____________________________________________________________________________. Present at the meeting were the following people: __________ing of the board of directors of this corporation was held on _______________, 20 ___, at _____ o'clock ___. m. at the offices of the corporation located at ________________. The purpose of this speci_________________________________ _______________________________________ _______________________________________ Minutes of Special Board of Directors Meeting of _____________________ A special meet_________________________________ _______________________________________ _______________________________________ _______________________________________ _______________________________________ __________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ ______located at _______________. Dated: ____________ , 20 ___ Signature of Director Printed Name of Director ___________________________________ ___________________________________ _______________________ny required notice and consent to the holding of a special meeting of the board of directors of this corporation on _______________, 20 ___, at _____ o'clock ___. m. at the offices of the corporation f __________ My commission expires: ____________ Notary Seal Waiver of Notice of Special Board of Directors Meeting of _____________________ We, the undersigned directors of this corporation, waive ad Name of Secretary of Corporation Subscribed and sworn to before me on ____________, 20 ___. ____________________ Signature of Notary Public Notary Public, In and for the County of __________ State o_______________ ________________________________________ ________________________________________ Corporate Seal ____________________ Signature of Secretary of Corporation ____________________ PrinteName of Director Address of Director ___________________________________ ___________________________________ ___________________________________ Dated: ____________, 20 ___ _________________________ of Special Directors Meeting of this corporation in a post-office box in the City of ____________________, in the State of ____________. The copies were correctly addressed to the following persons: I am the secretary of ____________________, a corporation organized under the laws of the State of ____________. On ___________, 20 ___, I personally deposited stamped and sealed copies of the NoticeSpecial Board of Directors Meeting of ____________________ State of ______________________ County of ____________________ Being duly sworn, ____________________________________________________ states:Dated: ____________, 20 ___ Corporate Seal ____________________ Signature of Secretary of Corporation ____________________ Printed Name of Secretary of Corporation Affidavit of Mailing of Notice of ___________, 20 ___, at the offices of the corporation located at _______________. The purpose of this special meeting will be to discuss and take any required action regarding the following matter: ecial Board of Directors Meeting of _____________________ TO: In accordance with the bylaws of this corporation, a special meeting of the board of directors will be held at _____ o'clock ___. m., on rder and quorum present Business Transacted ? ? ? ? Specific business discussed at meeting Resolutions passed at meeting Adjournment of meeting Date and secretary signature on minutes Notice of Spotices sent and affidavit filed/or waivers filed Officers present at meeting Others present at meeting Name of president presiding over meeting Name of secretary acting at meeting Meeting called to ocial board of directors meeting: ? ? ? ? ? ? Name of corporation State of incorporation Date of meeting Location of meeting Specific purpose of meeting Proper notification of meeting ? ? ? ? ? ? Ntion's special board of directors meetings are contained in this kit. Special Board of Directors Meeting Checklist The following information should be covered and documented in the minutes of any spe in agreement, an easier method to fulfill the notice requirement is to have the board sign waivers of notice. This document and all of the other documents necessary to conduct and record your corporaetings of the board, notice must be given to each board member according to the time limits set in the bylaws. A formal affidavit of mailing of notice should also be prepared. If all board members arethe decisions made as corporate resolutions. This is not a difficult task and it will provide a clear record of the agreements made by the board for future reference. Prior to any annual or special mell hold special meetings for specific topics much more frequently. Whenever official corporate matters are discussed as a group, the board of directors should hold a meeting, keep minutes, and record ers of the corporation for the coming year, decide if dividends will be declared for the year, and make any other annual decisions regarding the financial matters of the business. Typically, boards win attorney should be consulted for all serious legal matters. Notes Regarding Board of Directors Meetings Corporate boards of directors must, at a minimum, hold an annual meeting to appoint the offic interruption) however caused and on any theory of liability, whether in contract, strict liability, or tort (including negligence or otherwise) arising in any way out of the use of these materials. Ar any direct, indirect, incidental, special, exemplary, or consequential damages (including, but not limited to, procurement of substitute goods or services; loss of use, data, or profits; or businessaterials are used at your own risk. In no event will: i) FindLegalForms, Inc, its agents, partners, or affiliates, or ii) the providers, authors or publishers of the forms, be responsible or liable foms.com. These materials are provided "AS-IS." We do not give any express or implied warranties of merchantability, suitability or completeness for any of the materials for your particular needs. The mis created by use of these materials. FindLegalForms, Inc. does not provide legal advice. The purchase and use of these materials is subject to the "Disclaimers and Terms of Use" found at findlegalfor directors both individually and in the context of board meetings. Please consult your Secretary of State's website for specific information for your state. Disclaimer No Attorney-Client relationship NOTE: This kit includes materials generally applicable to corporations in any state. However, there may be specific guidelines and restrictions regarding the duties and responsibilities of corporates Meeting Sample Affidavit of Mailing of Notice of Special Board of Directors Meeting Sample Waiver of Notice of Special Board of Directors Meeting Sample Minutes of Special Board of Directors Meetingons adopted by the board. Included in this kit are the following: · · · · · · Notes regarding Directors Meetings Special Board of Directors Meeting Checklist Sample Notice of Special Board of Directore board of directors as a group has previously authorized him or her to exercise that power). Even in a corporation with a single director, there must be formal records of meetings and of the resolutir corporation's special board of directors meetings. The board of directors of a corporation transacts business as a group. Each individual director has no authority to bind the corporation (unless thInformation Board of Directors Meeting (Special Meeting) - Kit Provided under agreement with copyright holder, © Nova Publishing Company 2004 This kit provides tools and guidelines for conducting you