Fees
Directors who are also officers generally receive no special fee for attending board meetings, as such matters are assumed to be covered by their salary and other compensation. Nonsalaried directors, however, may be granted a fee for attending board meetings, in addition to the expense allowance that all directors may be entitled to receive. Form 4160 is a resolution the board may use to set the fee of nonsalaried directors.~

Form 4160:     BOARD OF DIRECTORS' RESOLUTION FIXING ATTENDANCE FEES FOR DIRECTORS~
BOARD OF DIRECTORS' RESOLUTION FIXING ATTENDANCE FEES FOR DIRECTORS

Upon a duly made, seconded and unanimously adopted motion, the Board of Directors of this Corporation adopted the following resolution:
WHEREAS, the Compensation Committee appointed by this Board of Directors has presented the Board with its recommendations regarding the Board's inquiry concerning the possibility of providing the directors of this Corporation with compensation for their attendance at regular and special meetings of the Board of Directors, it is hereby
RESOLVED, that the recommendation of the Compensation Committee in its report dated > , 19> , a copy of which the Secretary of the Corporation is directed to attach to the minutes of this meeting, be and hereby is adopted, and the Treasurer of this Corporation is hereby directed to pay to each director who attends a regular or special meeting of this Corporation's Board of Directors the sum of > dollars ($> ) per meeting, effective with the next regular or special meeting of the Board of Directors following this meeting.
The undersigned, > , certifies that I am the duly appointed Secretary of > Corporation and that the above is a true and correct copy of a resolution duly adopted at a meeting of the directors thereof, convened and held in accordance with law and the Bylaws of said Corporation on > , 19>  , and that such resolution is now in full force and effect.
IN WITNESS THEREOF, I have affixed my name as Secretary of > Corporation and have attached the seal of > Corporation to this resolution.

Secretary
Dated: > , 19> .
(SEAL)