Unanimous Written Consent of the Board in Lieu of Organizational Meeting
(PA)
Summary
This Unanimous Written Consent of the Board of Directors in Lieu of Organizational Meeting (PA) template authorizes various matters and actions related to the core functioning of a corporation in Pennsylvania. This template includes practical guidance, drafting notes, and alternate and optional clauses. Shortly after a Pennsylvania corporation is formed, the incorporator or initial directors (if the directors were named in the corporation's Articles of Incorporation) will hold an organizational meeting to authorize various matters relevant to the core functions of the corporation. 15 Pa. Cons. Stat. § 1310(a). This template assumes that the directors were so named and that the directors are acting by unanimous written consent rather than holding an actual meeting, which is permitted under Pennsylvania law. 15 Pa. Cons. Stat. § 1727(b). This template contains resolutions covering a variety of matters that may be addressed in an organizational meeting, and can be modified as appropriate. For more information, see Formation and Qualification (PA Corporation).