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Election of Officers <br /> RESOLVED , the following person is elected to the <br /> offices set forth opposite his name to serve until <br /> the next annual meeting of the Board of Directors <br /> or until his removal or resignation , or the <br /> election and qualification of his successors , <br /> whichever shall first occur : <br /> William Euphrat President , <br /> Secretary and <br /> Chief Financial <br /> Officer <br /> Corporate Bank Account, <br /> RESOLVED , the President of this corporation is <br /> authorized to open one or more checking and/or <br /> savings accounts at Bank of America , with checks <br /> or withdrawals permitted upon signature of William <br /> Euphrat , and to that end the standard form <br /> resolutions of such bank are hereby adopted for <br /> each such account as if set forth in full herein. <br /> Adoption of Stock Certificate <br /> RESOLVED , the form of stock certificate attached <br /> to these resolutions is hereby adopted as the <br /> stock certificate for the use by this corporation <br /> in the issuance of shares of its stock . <br /> Sale of Stock <br /> RESOLVED , the President of this corporation is <br /> authorized and directed to offer for sale , and to <br /> sell and issue to William Euphrat , 5 , 000 shares of <br /> the common stock of this corporation for an <br /> aggregate cash consideration of $5 , 000 ( $1 . 00 per <br /> share) . <br /> RESOLVED FURTHER , that the sale and issuance of <br /> shares of this corporation ' s capital stock shall <br /> be conducted in compliance with applicable <br /> exemptions from the registration and qualification <br /> -2 - <br />