Minutes of Organization Meeting
(NY Not-for-Profit Corporation)

Summary

These template organizational meeting minutes contain resolutions on matters that must be addressed in an organizational meeting of a New York not-for-profit corporation, as well as additional matters that are optional, but commonly addressed at this time. This template includes practical guidance, drafting notes, and alternate and optional clauses. Shortly after a New York not-for-profit corporation is formed, the members of the board of directors named in the corporation's certificate of incorporation will hold an organizational meeting to authorize various matters relevant to the core functions of the corporation, such as adopting bylaws, electing officers, and completing tax registrations. If no members of the board of directors have yet been elected, this step can be taken by the incorporators, although that practice is less common. This template contemplates that the corporation will file for tax exempt status under Section 501(c)(3) of the Internal Revenue Code. These minutes should be modified as appropriate to the circumstances of the company. For a full listing of key content covering Not-For-Profit Corporation formation, organization, tax considerations, maintenance, ownership, management, dissolution, and state-specific guidance, see Not-for-Profit Corporations Resource Kit. For additional information, see Not-for-Profit Corporations (NY), and Formation Checklist (NY Not-for-Profit Corporation).