First Shareholders Meeting

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Helpful forms and guidelines for conducting your corporation's first shareholders meeting.

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The primary issues voted upon at your corporation's first shareholders meeting will be the election of officers, ratification of any board actions and election of initial directors. This Shareholders First Meeting Kit provides essential tools and guidelines for conducting your corporation's first shareholders meeting.

This Shareholders First Meeting Kit for your state includes the following:
  • Notes Regarding First Shareholders Meeting
  • First Shareholders Meeting Checklist
  • Notice of First Shareholders Meeting
  • Affidavit of Mailing of Notice of First Shareholders Meeting
  • Waiver of Notice of First Shareholders Meeting
  • Authorization to Vote Shares - Proxy
  • Minutes of First Shareholders Meeting

Protect your Rights and your Business by using our professionally prepared up-to-date forms.

This attorney-prepared packet contains:
  1. General Information
  2. Shareholders First Meeting Kit for use in your state
State Law Compliance: This form complies with the laws of your state
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.












Shareholders Meeting - First Meeting Kit







This Packet Includes:
1. Information
2. Notes Regarding First Shareholders Meeting
3. First Shareholders Meeting Checklist
4. Sample Notice of First Shareholders Meeting
5. Sample Affidavit of Mailing of Notice of First Shareholders   
    Meeting
6. Sample Waiver of Notice of First Shareholders Meeting
7. Sample Authorization to Vote Shares (Proxy)
8. Sample Minutes of First Shareholders Meeting






General Information
Shareholders Meeting (First Meeting) - Kit

This kit provides guidelines for conducting your corporations first shareholders meeting.

The main responsibility of the shareholders of a corporation is to elect the directors of the business.  This election is conducted at the annual meeting of the shareholders that is held on the date, time, and place as specified in the corporate bylaws.  In addition, specific corporate business at other times of the year may occasionally need shareholder approval.  For example, shareholders must vote on the dissolution of the corporation, on amendments to the Bylaws or Articles of Incorporation, and on any extraordinary business transactions, such as the sale of all of the assets of the corporation.  For these purposes, a special meeting of the shareholders must be held.








DISCLAIMER:

FindLegalForms, Inc. (“FLF”) is not a law firm and does not provide legal advice.  The use of these materials is not a substitute for legal advice. Only an attorney can provide legal advice.  An attorney should be consulted for all serious legal matters.  No Attorney-Client relationship is created by use of these materials.  

THESE MATERIALS ARE PROVIDED “AS-IS.  FLF DOES NOT GIVE ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, SUITABILITY OR COMPLETENESS FOR ANY OF THE MATERIALS FOR YOUR PARTICULAR NEEDS.  THE MATERIALS ARE USED AT YOUR OWN RISK.  IN NO EVENT WILL:  I) FLF, ITS AGENTS, PARTNERS, OR AFFILIATES; OR II) THE PROVIDERS, AUTHORS OR PUBLISHERS OF ITS MATERIALS, BE RESPONSIBLE OR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATE OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER USED 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. 


Notes Regarding First Shareholder Meeting


The initial meeting of the shareholders also has a slightly different agenda than other shareholder meetings.  At this meeting, the shareholders approve and ratify the adoption of the corporate bylaws, and ratify the election or appointment of the initial board of directors who will serve until the first annual meeting of the shareholders.  The shareholders also approve the election of the first officers of the corporation by the board of directors.

NOTE: This kit includes materials generally applicable to corporations in any state.  However, there may be state-specific guidelines and restrictions regarding the rights and responsibilities of shareholders in your state.  Please consult your Secretary of States website for further information.

First Shareholders Meeting Checklist


The following information should be covered and documented in the minutes of the first shareholders meeting:

?   Name of corporation

?   Date of meeting

?   Location of meeting

?   Officers present at meeting

?   Others present at meeting

?   Calling of meeting to order and quorum present

?   Shareholders present at meeting

?   Shareholders represented by proxy at meeting

?   Name of president acting at meeting

?   Name of secretary acting at meeting

?   Name of chairperson elected to preside over meeting

?   Proper notification of meeting

?   Notice sent and affidavit filed/or waivers filed

?   Reading of minutes of first directors meeting

?   Approval and ratification of minutes of first directors meeting

?   Approval and ratification of election of directors and officers

?   Approval and ratification of adoption of corporate bylaws

?   Any other business

?   Meeting adjourned

?   Dating and signing of minutes by secretary

Notice of First Shareholders Meetingof _____________________


TO:














 
In accordance with the bylaws of this corporation, a first official meeting of the shareholders will be held at _____ oclock ___. m., on ____________, 20 ___, at the offices of the corporation located at _______________.

The purpose of this meeting is to approve adoption of the bylaws of this corporation, approve election of the officers, approve continuation of the directors of this corporation, and to transact any other necessary business.

The Stock Transfer Book of this corporation will remain closed from ____________________, 20 ___, until ____________, 20 ___.


Dated: ____________, 20 ___

Corporate Seal


_____________________________________
Signature of Secretary of Corporation

_____________________________________
Printed Name of Secretary of Corporation
Affidavit of Mailing of Notice of First Shareholders
Meeting of _____________________


State of ______________________
County of ____________________


Being duly sworn, ____________________________________________________ states:

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 Notice of First Shareholders Meeting of this corporation in a post-office box in the City of ____________________, in the State of ____________.
 
The copies were correctly addressed to all shareholders of this corporation as of ____________, 20 ___, as shown in the Stock Transfer Book of this corporation.  The list of names and addresses of the shareholders is attached to this affidavit.


Dated: ____________, 20 ___
Corporate Seal

_____________________________________
Signature of Secretary of Corporation

_____________________________________
Printed 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 of __________

My commission expires: ____________                Notary Seal
Waiver of Notice of First Shareholders Meeting of _____________________


We, the undersigned shareholders of this corporation, waive any required notice and consent to the holding of the first meeting of the shareholders of this corporation on ____________, 20 ___, at _____ oclock ___. m., at the offices of the corporation located at _______________.
 

Dated: ____________, 20 ___


Signature of Shareholder                 Printed Name of Shareholder

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

Authorization to Vote Shares(PROXY) _____________________


I, _______________________________, the record owner of this corporations stock certificate # _______________, which represents __________ shares in this corporation, authorize ________________________ to vote all of these shares at the meeting of the shareholders of this corporation which is scheduled to be held on ____________, 20 ___, at _____ oclock ___. m., at the offices of this corporation located at _______________.
 
Through the use of this proxy and authorization, ________________________ has the right to vote these shares at any business conducted at this meeting as if I personally were present.

This proxy and authorization may be revoked by me at any time prior to the meeting and will be void if I personally attend the meeting.


Dated: ____________ , 20 ___


_____________________________________
Signature of Shareholder


_____________________________________
Printed Name of Shareholder

Minutes of First Shareholders Meeting of _____________________


The first meeting of the shareholders of this corporation was held on ____________, 20 ___, at _____ oclock ___. m., at the offices of the corporation located at _______________.

Present were:
___________________________________________________, President
 
___________________________________________________, Vice-President

___________________________________________________, Treasurer

___________________________________________________, Secretary


Other than shareholders of this corporation, the following persons were also present:__________________________________________________________________________________________________________________________________________________________________________________________________________________________________________


1. The president of this corporation called the meeting to order.  The president determined that a quorum was present, either in person or by proxy, and that the meeting could conduct business. 
The following shareholders were present in person:

Name of Shareholder                             Number of Shares

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________



The following shareholders were represented by proxy:

Name of Shareholder                             Number of Shares

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________


2. The secretary reported that notice of the meeting had been properly given or waived by each shareholder in accordance with the bylaws.

Upon motion made and carried, the secretary was ordered to attach the appropriate Affidavit of Mailing of Notice or Waiver of Notice to the minutes of this meeting.

3. ____________________ was then elected chairperson of this meeting.

4. The secretary read the minutes of the first meeting of the board of directors of this corporation which was held on ___________, 20 ___.
 
Upon motion made and carried, the shareholders
RESOLVED that:

All acts taken and decisions made at the first meeting of the board of directors of this corporation are approved and ratified, specifically that the shareholders approve and ratify the adoption of the bylaws of this corporation and that the shareholders approve and ratify the election of the following persons as officers for the terms as stated in the minutes of the first meeting of the board of directors:

_______________________________________________________, President

_______________________________________________________, Vice-President

_______________________________________________________, Treasurer

_______________________________________________________, Secretary

5. Upon motion made and carried, the shareholders
RESOLVED that:

The following persons are designated as the initial directors of this corporation in the Articles of Incorporation and the shareholders approve and ratify this designation of the following persons as directors of this corporation until the first annual meeting of the shareholders of this corporation:

____________________________________________, Director

____________________________________________, Director

____________________________________________, Director

6. The following other business was transacted:











There being no further business, upon motion made and carried, the meeting was adjourned.



Dated: ____________, 20 ___
Corporate Seal


_____________________________________
Signature of Secretary of Corporation


_____________________________________
Printed Name of Secretary of Corporation



Number of Pages11
DimensionsDesigned for Letter Size (8.5" x 11")
EditableYes (.doc, .wpd and .rtf)
UsageUnlimited number of prints
Product number#22806
This is the content of the form and is provided for your convenience. It is not necessarily what the actual form looks like and does not include the information, instructions and other materials that come with the form you would purchase. An actual sample can also be viewed by clicking on the "Sample Form" near the top left of this page.












Shareholders Meeting - First Meeting Kit







This Packet Includes:
1. Information
2. Notes Regarding First Shareholders Meeting
3. First Shareholders Meeting Checklist
4. Sample Notice of First Shareholders Meeting
5. Sample Affidavit of Mailing of Notice of First Shareholders   
    Meeting
6. Sample Waiver of Notice of First Shareholders Meeting
7. Sample Authorization to Vote Shares (Proxy)
8. Sample Minutes of First Shareholders Meeting






General Information
Shareholders Meeting (First Meeting) - Kit

This kit provides guidelines for conducting your corporations first shareholders meeting.

The main responsibility of the shareholders of a corporation is to elect the directors of the business.  This election is conducted at the annual meeting of the shareholders that is held on the date, time, and place as specified in the corporate bylaws.  In addition, specific corporate business at other times of the year may occasionally need shareholder approval.  For example, shareholders must vote on the dissolution of the corporation, on amendments to the Bylaws or Articles of Incorporation, and on any extraordinary business transactions, such as the sale of all of the assets of the corporation.  For these purposes, a special meeting of the shareholders must be held.








DISCLAIMER:

FindLegalForms, Inc. (“FLF”) is not a law firm and does not provide legal advice.  The use of these materials is not a substitute for legal advice. Only an attorney can provide legal advice.  An attorney should be consulted for all serious legal matters.  No Attorney-Client relationship is created by use of these materials.  

THESE MATERIALS ARE PROVIDED “AS-IS.  FLF DOES NOT GIVE ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, SUITABILITY OR COMPLETENESS FOR ANY OF THE MATERIALS FOR YOUR PARTICULAR NEEDS.  THE MATERIALS ARE USED AT YOUR OWN RISK.  IN NO EVENT WILL:  I) FLF, ITS AGENTS, PARTNERS, OR AFFILIATES; OR II) THE PROVIDERS, AUTHORS OR PUBLISHERS OF ITS MATERIALS, BE RESPONSIBLE OR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATE OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER USED 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. 


Notes Regarding First Shareholder Meeting


The initial meeting of the shareholders also has a slightly different agenda than other shareholder meetings.  At this meeting, the shareholders approve and ratify the adoption of the corporate bylaws, and ratify the election or appointment of the initial board of directors who will serve until the first annual meeting of the shareholders.  The shareholders also approve the election of the first officers of the corporation by the board of directors.

NOTE: This kit includes materials generally applicable to corporations in any state.  However, there may be state-specific guidelines and restrictions regarding the rights and responsibilities of shareholders in your state.  Please consult your Secretary of States website for further information.

First Shareholders Meeting Checklist


The following information should be covered and documented in the minutes of the first shareholders meeting:

?   Name of corporation

?   Date of meeting

?   Location of meeting

?   Officers present at meeting

?   Others present at meeting

?   Calling of meeting to order and quorum present

?   Shareholders present at meeting

?   Shareholders represented by proxy at meeting

?   Name of president acting at meeting

?   Name of secretary acting at meeting

?   Name of chairperson elected to preside over meeting

?   Proper notification of meeting

?   Notice sent and affidavit filed/or waivers filed

?   Reading of minutes of first directors meeting

?   Approval and ratification of minutes of first directors meeting

?   Approval and ratification of election of directors and officers

?   Approval and ratification of adoption of corporate bylaws

?   Any other business

?   Meeting adjourned

?   Dating and signing of minutes by secretary

Notice of First Shareholders Meetingof _____________________


TO:














 
In accordance with the bylaws of this corporation, a first official meeting of the shareholders will be held at _____ oclock ___. m., on ____________, 20 ___, at the offices of the corporation located at _______________.

The purpose of this meeting is to approve adoption of the bylaws of this corporation, approve election of the officers, approve continuation of the directors of this corporation, and to transact any other necessary business.

The Stock Transfer Book of this corporation will remain closed from ____________________, 20 ___, until ____________, 20 ___.


Dated: ____________, 20 ___

Corporate Seal


_____________________________________
Signature of Secretary of Corporation

_____________________________________
Printed Name of Secretary of Corporation
Affidavit of Mailing of Notice of First Shareholders
Meeting of _____________________


State of ______________________
County of ____________________


Being duly sworn, ____________________________________________________ states:

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 Notice of First Shareholders Meeting of this corporation in a post-office box in the City of ____________________, in the State of ____________.
 
The copies were correctly addressed to all shareholders of this corporation as of ____________, 20 ___, as shown in the Stock Transfer Book of this corporation.  The list of names and addresses of the shareholders is attached to this affidavit.


Dated: ____________, 20 ___
Corporate Seal

_____________________________________
Signature of Secretary of Corporation

_____________________________________
Printed 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 of __________

My commission expires: ____________                Notary Seal
Waiver of Notice of First Shareholders Meeting of _____________________


We, the undersigned shareholders of this corporation, waive any required notice and consent to the holding of the first meeting of the shareholders of this corporation on ____________, 20 ___, at _____ oclock ___. m., at the offices of the corporation located at _______________.
 

Dated: ____________, 20 ___


Signature of Shareholder                 Printed Name of Shareholder

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

_____________________________________   _______________________________________

Authorization to Vote Shares(PROXY) _____________________


I, _______________________________, the record owner of this corporations stock certificate # _______________, which represents __________ shares in this corporation, authorize ________________________ to vote all of these shares at the meeting of the shareholders of this corporation which is scheduled to be held on ____________, 20 ___, at _____ oclock ___. m., at the offices of this corporation located at _______________.
 
Through the use of this proxy and authorization, ________________________ has the right to vote these shares at any business conducted at this meeting as if I personally were present.

This proxy and authorization may be revoked by me at any time prior to the meeting and will be void if I personally attend the meeting.


Dated: ____________ , 20 ___


_____________________________________
Signature of Shareholder


_____________________________________
Printed Name of Shareholder

Minutes of First Shareholders Meeting of _____________________


The first meeting of the shareholders of this corporation was held on ____________, 20 ___, at _____ oclock ___. m., at the offices of the corporation located at _______________.

Present were:
___________________________________________________, President
 
___________________________________________________, Vice-President

___________________________________________________, Treasurer

___________________________________________________, Secretary


Other than shareholders of this corporation, the following persons were also present:__________________________________________________________________________________________________________________________________________________________________________________________________________________________________________


1. The president of this corporation called the meeting to order.  The president determined that a quorum was present, either in person or by proxy, and that the meeting could conduct business. 
The following shareholders were present in person:

Name of Shareholder                             Number of Shares

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________



The following shareholders were represented by proxy:

Name of Shareholder                             Number of Shares

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________

__________________________________________________      _______________________


2. The secretary reported that notice of the meeting had been properly given or waived by each shareholder in accordance with the bylaws.

Upon motion made and carried, the secretary was ordered to attach the appropriate Affidavit of Mailing of Notice or Waiver of Notice to the minutes of this meeting.

3. ____________________ was then elected chairperson of this meeting.

4. The secretary read the minutes of the first meeting of the board of directors of this corporation which was held on ___________, 20 ___.
 
Upon motion made and carried, the shareholders
RESOLVED that:

All acts taken and decisions made at the first meeting of the board of directors of this corporation are approved and ratified, specifically that the shareholders approve and ratify the adoption of the bylaws of this corporation and that the shareholders approve and ratify the election of the following persons as officers for the terms as stated in the minutes of the first meeting of the board of directors:

_______________________________________________________, President

_______________________________________________________, Vice-President

_______________________________________________________, Treasurer

_______________________________________________________, Secretary

5. Upon motion made and carried, the shareholders
RESOLVED that:

The following persons are designated as the initial directors of this corporation in the Articles of Incorporation and the shareholders approve and ratify this designation of the following persons as directors of this corporation until the first annual meeting of the shareholders of this corporation:

____________________________________________, Director

____________________________________________, Director

____________________________________________, Director

6. The following other business was transacted:











There being no further business, upon motion made and carried, the meeting was adjourned.



Dated: ____________, 20 ___
Corporate Seal


_____________________________________
Signature of Secretary of Corporation


_____________________________________
Printed Name of Secretary of Corporation



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