Initial Actions by the Board of Directors of a Corporation

The board of directors can accomplish the organizational resolutions of the corporation by adopting them in accordance with the corporation's bylaws or by unanimous written consent. Generally, the directors should authorize:

• Adoption or ratification of the bylaws
• Designation of principal office
• The election of the initial officers
• The selection of a specimen stock certificate for the corporation's common stock
• The designation of the corporation's bank or banks
• The issuance of the stock to initial shareholders
• The election of S Corporation status, when desirable
• The payment of organizational expenses
• The authorization of any Buy-Sell Agreement, leases, or other material contracts