Oregon Unanimous Written Consent by Shareholder Electing Board of Directors

State:
Multi-State
Control #:
US-01856BG
Format:
Word; 
Rich Text
Instant download

Description

Both the Model Business Corporation Act and the Revised Model Business Corporation Act provide that acts to be taken at a shareholders' meeting or a director's meeting may be taken without a meeting if the action is taken by all the shareholders or directors entitled to vote on the action. The action must be evidenced by one or more written consents bearing the date of signature and describing the action taken, signed by all the shareholders or directors entitled to vote on the action, and delivered to the corporation for inclusion in the minutes or filing with the corporate records.


This form is a generic example that may be referred to when preparing such a form for your particular state. It is for illustrative purposes only. Local laws should be consulted to determine any specific requirements for such a form in a particular jurisdiction.

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FAQ

A corporation must have a president, a secretary, a treasurer and such other officers as are elected or appointed by the board of directors or by any other person as the articles of incorporation or bylaws may authorize, provided that the articles of incorporation or bylaws may designate other titles in lieu of ...

Corporate bylaws are legally required in Oregon. § 60.061, corporate bylaws shall be adopted by the incorporators or the corporation's board of directors. Bylaws are usually adopted by your corporation's directors at their first board meeting.

The bylaws may contain any provision for managing the business and regulating the corporation's affairs that is not inconsistent with statutory law or the corporation's Articles of Incorporation. The bylaws generally cover the areas of the corporation's internal management.

A Shareholders' Consent to Action Without Meeting, or a consent resolution, is a written statement that describes and validates a course of action taken by the shareholders of a particular corporation without a meeting having to take place between directors and/or shareholders.

The Oregon Business Corporation Act includes laws and regulations for corporations doing business in the state of Oregon. By forming a corporation, the owner's personal assets aren't at risk for legal or financial issues relating to the business.

Do bylaws need to be signed? Technically, it's possible for a board of directors to adopt bylaws without signing them. However, signing your bylaws demonstrates that everyone is on the same page about how your corporation will function.

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Oregon Unanimous Written Consent by Shareholder Electing Board of Directors