INCORPORATION. It is recognized that ("Corporation") is a duly organized corporation authorized to do business in the State of ("State of Formation") by its Articles of Incorporation or similar registered documents.
II. STATE LAW. The Corporation is organized under the relevant laws of the State of Formation ("Statutes"), and except as otherwise provided herein, the Statutes shall apply to the governance of the Corporation.
III. PURPOSE. The purpose of the Corporation is to engage in any lawful activity for which corporations may be formed.
IV. ANNUAL MEETING. Meetings of Shareholders shall be held at the principal office of the Corporation or at such other place that may be determined from time to time by the Board of Directors of the Corporation. The purpose of the annual meeting shall be to elect the Board of Directors, officers and decide on any other business activities and/or corporate decisions.
An annual meeting must be held within 13 months after the last annual meeting or the date of the original organization of the Corporation. If an annual meeting has not been made within such time, then any Shareholder or Director may demand a meeting to be held within days after proper notice has been made.
V. SPECIAL MEETINGS. Unless otherwise proscribed by statute, special meetings of the Shareholders may be called by: (check all that apply)
- President (or Chief Executive Officer).
- % of the Board of Directors.
- % of the Shareholders.
- Other.
After a special meeting has been called, the Board of Directors shall decide its time and place within days after the special meeting has been called.
VI. PLACE OF MEETINGS. Annual and special meetings shall be determined by the Board of Directors. By default, such meetings shall take place at the principal office of the Corporation. Shareholders of all classes and series may attend any meeting of the Corporation.
Such meetings may be attended: (check all that apply)
- In-person at the Corporation's principal office.
- Via remote communication, the method to be determined by the Board of Directors.
- Other.
All communication methods shall offer each attending Shareholder the right to be present, vote on business matters, and provide their consent or dissent for any actionable item.
VII. DISSOLUTION. The Corporation may only be dissolved in the following ways: (check all that apply)
- % vote by the Board of Directors.
- % vote by the Shareholders.
- Other.
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