Organizing resolutions of members for adoption at first meeting of the members

Organizing Resolutions of the Members of (insert name of corporation) (the “Corporation”) on (insert date)

The undersigned, being all of the members of the Corporation, hereby sign the following resolutions:

Adoption of By-laws

Resolved that the set of by-laws relating generally to the transaction of the affairs of (insert name of corporation) be passed.

Election of Directors

Resolved that (insert names) are hereby elected directors of the Corporation to replace the first directors to hold office for a term of (insert number) years or until successors are elected, whichever occurs first.

Appointment of public accountant

Option 1– All corporations

Resolved that (name of public accountant) is hereby appointed the public accountant of the Corporation to hold office until the close of the next annual members meeting or until a successor is appointed, at such remuneration as may be fixed by the directors, and the directors are hereby authorized to fix such remuneration.
(The public accountant can be the same as the interim public accountant appointed by the director(s).)

Option 2 – Soliciting and non-soliciting designated corporations that wish to waive the appointment of a public accountant

Resolved that the appointment of a public accountant for the Corporation is hereby waived until the close of the next annual members meeting or until a public accountant is appointed.

The undersigned, being all the members of the Corporation, hereby consent, by their signatures, to the foregoing resolutions pursuant to the provisions of the Canada Not-for-profit Corporations Act.

Dated this (insert date)
Member: (signature)
(The resolutions must be signed by all members, either on one document or on a series of identical documents that will be deemed to constitute one document for the purposes of this Act.)

Annual Resolution of Members

Annual Resolutions of the Members of (insert name of corporation) (the “Corporation”) on (insert date)

The undersigned, being all of the members of the Corporation, hereby sign the following resolutions:

Approval of minutes

Resolved that the minutes of the previous annual members meeting of the Corporation held on (insert date) are hereby approved.

Appointment of a public accountant

Option 1 – All corporations

Resolved that (indicate name of public accountant) is hereby appointed the public accountant of the Corporation to hold office until the close of the next annual members meeting or until a successor is appointed, at such remuneration as may be fixed by the directors, and the directors are hereby authorized to fix such remuneration.

Option 2 – Soliciting and non-soliciting designated corporations that wish to waive the appointment of a public accountant

Resolved that the appointment of a public accountant for the Corporation is hereby waived until the close of the next annual members meeting or until a public accountant is appointed.

Election of Directors

Resolved that (insert name) is hereby elected a director of the Corporation to hold office for a term of (insert number) years or until a successor is elected, whichever occurs first.

The undersigned, being all the members of the Corporation, hereby consent, by their signatures, to the foregoing resolutions pursuant to the provisions of the Canada Not-for-profit Corporations Act.

Dated this (insert date)
Member: (signature)
(The resolutions must be signed by all members, either on one document or on a series of identical documents that will be deemed to constitute one document for the purposes of this Act.)

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