Ontario Annual Corporate Resolutions in Lieu of Meeting

Document Sample
Ontario Annual Corporate Resolutions in Lieu of Meeting
ANNUAL RESOLUTIONS OF THE VOTING SHAREHOLDERS OF

[NAME OF CORPORATION]

(the “Corporation”)





CONFIRMATION OF ACTS



RESOLVED:



That all acts, contracts by-laws, proceedings, appointments, elections and payments enacted, made, done

and taken by the directors and officers since the last annual meeting of shareholders of the Corporation

be and the same are hereby approved ratified and confirmed.





FINANCIAL STATEMENTS



RESOLVED:



That the unaudited financial statements of the Corporation for the fiscal years [year] to and including

[year] together with the Accountant’s Reports thereon, be approved and adopted.





AUDIT EXEMPTION



RESOLVED:



That the undersigned shareholders of the Corporation, hereby consent that the Corporation shall be

exempt from Part XII of the Business Corporations Act, R.S.O. 1990, C. B16 regarding the appointment

and duties of an auditor for the current financial period of the Corporation, and all financial periods since

the last annual meeting.





APPOINTMENT OF ACCOUNTANTS



RESOLVED:



That such accountants as have been approved from time to time by the directors are hereby confirmed

and appointed the accountants of the Corporation for the period in question and to hold office until the

next annual meeting of shareholders or until their successors are appointed, at such remuneration as have

been or may be fixed by the directors, the directors being hereby authorized to fix such remuneration.



That [name of accounting firm] are hereby appointed the accountants of the Corporation to hold office until

the next annual meeting of shareholders or until their successors are appointed, at such remuneration as

have been or may be fixed by the directors, the directors being hereby authorized to fix such

remuneration.

-2-





ELECTION OF DIRECTORS



RESOLVED:



That the following persons are hereby confirmed as directors since the last annual meeting, and are

elected as directors of the Corporation to hold office until the next annual meeting of shareholders or

until their successors are elected or

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