Corporation's Organizational Minutes (4 Pages)

This Form addresses the Resolutions that a corporation’s initial Board of Directors must adopt when the corporation is formed. These Resolutions are an essential part of the required corporate “housekeeping” when a new corporation is formed. Typically, the Certificate of Incorporation is filed, and then the by-laws of the corporation are prepared and adopted by the Directors. The Directors also elect the corporate officers; approve the issuance of shares, form of stock certificates, etc., all as addressed in these Resolutions.
In some circumstances, an additional Resolution is added here to provide for the indemnification of Directors for any wrongdoing alleged by third parties, but this is something that should be discussed with the purchasers of shares in the corporation, and not automatically assumed.
Author:
Steven G. Siegel is president of The Siegel Group, a Morristown, New Jersey - based national consulting firm specializing in tax consulting, estate planning and advising family business owners and entrepreneurs. Mr. Siegel holds a BS from Georgetown University, a JD from Harvard Law School and an LLM in Taxation from New York University.
He is the author of several books, including: Planning for An Aging Population; Business Entities: Start to Finish; Taxation of Divorce and Separation; Income Taxation of Estates and Trusts, Preparing the Audit-Proof Federal Estate Tax Return, Putting It Together: Planning Estates for $5 million and Less, Family Business Succession Planning, Business Acquisitions: Representing Buyers and Sellers in the Sale of a Business; Dynasty Trusts; Planning with Intentionally-Defective Grantor Trusts; The Federal Gift Tax: A Comprehensive Analysis; Charitable Remainder Trusts, Grantor Trust Planning: QPRTs, GRATs and SCINs, The Estate Planning Course, The Retirement Planning Course, Retirement Distributions: Estate and Tax Planning Strategies; The Estate Administration Course, Tax Strategies for Closely-Held Businesses, and Tort Litigation Settlements: Tax and Financial Issues.
Mr. Siegel has lectured extensively throughout the United States on tax, business and estate planning topics on behalf of numerous organizations, including National Law Foundation, AICPA, CCH, National Tax Institute, National Society of Accountants, and many others.  He has served as an adjunct professor of law at Seton Hall and Rutgers University law schools.
The Siegel Group provides consulting services to accountants, attorneys, financial planners and life insurance professionals to assist them with the tax, estate and business planning and compliance issues confronting their clients. Based in Morristown, New Jersey, the Group has provided services throughout the United States. The Siegel Group does not sell any products. It is an entirely fee-based organization.

Contact the Siegel Group through its president, Steven G. Siegel, e-mail: [email protected].