Extract of Minutes of a Meeting of the Board of Directors of by benbenzhou


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									                                APPENDIX – A
                  Sample Resolution of the Board of Directors
                    To Establish a Health & Welfare Trust

Extract of the Minutes of a Meeting of the Board of Directors of [CLIENT COMPANY], held at the
Head Office of the Company on the [DAY] of [MONTH, 200 .].

       “The Chairman stated that it was in the interest of the Company to constitute a Health and
       Welfare Trust for the benefit of certain employees. The Chairman then presented to the
       Meeting a copy of the Trust Agreement for the [CLIENT COMPANY] Health and Welfare
       Trust, (“the Trust”).”

A motion was made by [NAME], seconded by [NAME] and after discussion, it was unanimously

       THAT the Company adopt the [CLIENT COMPANY] Trust as presented by the Chairman:

       THAT the Trustee(s) of the Health and Welfare Trust shall be [1st TRUSTEE], [2nd
       TRUSTEE (if more than one)], and [3rd TRUSTEE (if more than two)]:

       THAT a copy of the said Trust Agreement form part of these Minutes as schedule “A-1”;
       and the names of the employees currently eligible to participate in the plan appear on
       Schedule “A-2” also attached to these minutes.

       THAT any one of the President, or the Secretary-Treasurer, or ____________is hereby
       authorized and directed, on behalf of the Employer, to take any action necessary under the
       terms of the Trust, and without limiting the generality of the foregoing, the execution of
       the Trust Agreement on behalf of [CLIENT COMPANY], the appointment of a New
       Trustee(s) to the Trust from time to time, the designation to the said Trustee(s) of other
       employees who become eligible to join the plan and any changes or additions to the insured
       benefits under the TRUST.

                                                    Certified a true extract of the Minutes of a
                                                    Meeting of the board of Directors duly
                                                    constituted and held on the [DATE] day of
                                                    [MONTH AND YEAR].


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