Board of Directors' Meetings
At the very first meeting of directors, much of the procedure that the corporation will follow is established. The bylaws, the corporate seal, stock certificates and record books are adopted, and the company's business is launched. Form 201 contains the standard litany of resolutions commonly adopted at the first board meeting. If your corporation is an existing one, you should still check these resolutions to make sure that your company hasn't overlooked a vital step.~

Form 201: MINUTES OF FIRST DIRECTORS' MEETING~
MINUTES OF FIRST DIRECTORS' MEETING

The Board of Directors of > Corporation held its first meeting on the > day of > , 19> , at > o'clock > .m. in the City of > , State of > . 
The following directors, who constitute the entire Board of Directors, were present: 
> , > 
and > . 
Upon a duly seconded and carried motion, > was elected Acting Chairperson, and > was elected Acting Secretary of the meeting. 
The Secretary then read aloud a waiver of notice of the meeting, which was signed by all of the directors. Upon a duly made and seconded and carried motion, the Secretary was ordered to attach the waiver with the minutes of the meeting. 
The Secretary then distributed copies of the minutes of the meeting of incorporators and subscribers to the capital stock of the Corporation. Upon a duly made and seconded motion, those minutes were approved and the Secretary was ordered to attach them to the minutes of this meeting. 
Next, upon a duly made, seconded and carried motion, the Board of Directors 
RESOLVED, that the acts of > and > , the incorporators of > Corporation, taken both jointly and severally on behalf of the Corporation are hereby approved, ratified and adopted as acts of the Corporation. 
Next, the following individuals were nominated to serve as officers of the Corporation: 
> , President; 
> , Vice President; 
> , Secretary; 
> , Treasurer. 
The directors then voted on the nominations and each of the nominated individuals was elected to the office that appears after his or her name. 
Next, upon a duly made, seconded and carried motion, it was
RESOLVED, that the share certificates of this Corporation shall be those submitted by the President for consideration by the Board, and that a copy of said share certificate shall be attached to the minutes of this meeting. 
Next, upon a duly made, seconded and carried motion, it was
RESOLVED, that the officers of the Corporation are hereby authorized and directed to pay all fees and expenses incident and necessary to the organization of the Corporation and to procure and pay for the proper corporate books. 
Upon a motion duly made, seconded and carried, it was 
RESOLVED, that the seal of the Corporation shall be the seal an impression of which appears immediately below: 
(SEAL)





Next, upon a duly made, seconded and carried motion, it was
RESOLVED, that the Secretary is hereby authorized to procure for the Corporation all necessary books and the Treasurer is hereby authorized to pay all fees and other expenses incident and necessary to the Corporation's organization. 
Next, a copy of the proposed Bylaws for the management of the Corporation's internal affairs was distributed to each director and read aloud. Then, upon a duly made, seconded and carried motion, it was 
RESOLVED, that the Bylaws for the management of the internal affairs of the Corporation, which each director has read and approved article by article, are hereby adopted, and the Secretary is ordered to attach a copy of the aforesaid Bylaws to the minutes of this meeting. 
Next, upon a motion duly made, seconded and carried, it was
RESOLVED, that the President of the Corporation is hereby authorized and directed to open a bank account in the Corporation's name and to do so in accordance with the form of bank resolution that is attached to the minutes of this meeting. 
Next, the Board of Directors reviewed offers from > , to pay > dollars ($ > ) in consideration for the issuance of > shares of the common stock of the Corporation to be issued as fully paid and nonassessable and from > , to pay > dollars ($ > ) in consideration for the issuance of > shares of the common stock of the Corporation to be issued as fully paid and nonassessable. 
Next, upon a duly made, seconded and carried motion, it was
RESOLVED, that the aforesaid offers by > and > were for good and sufficient consideration for the shares demanded, and it was
FURTHER RESOLVED, that the President and Secretary are hereby directed to execute in the name of the Corporation any agreement or agreements in accordance with the offers of > and > 
and to issue and deliver in accordance with such an agreement or agreements the appropriate number of fully paid and nonassessable shares. 
RESOLVED, that the stock and stock transfer book recommended to the Board at this meeting by the President are hereby adopted as the stock and stock transfer book of the Corporation. 
Next, upon a duly made, seconded and carried motion, it was
RESOLVED, that the firm of > be engaged to perform the annual audit of the books of this Corporation for the calendar year ending > , 19> and that the President is hereby authorized and directed to execute a written retainer for the aforesaid services of > . 
There being no further business, upon a duly made, seconded and carried motion, the meeting was adjourned.

Secretary