Annual Meeting Minutes and Resolutions for Florida Corporations

Last updated: December 21, 2023
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Florida Corporations: Annual Meetings, Minutes, and Resolutions

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Legal Requirements for Annual Meetings

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How to Draft Effective Meeting Minutes or Resolutions for Florida Corporations

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Importance of Accurate Record-Keeping

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This written resolution is intended as a general template and should be adapted to fit the specific needs and circumstances of your corporation. It is advisable to consult with a legal professional to ensure compliance with all applicable laws and regulations, and to ensure that all necessary parties have consented to this form of resolution.

Pro-Tip: Copy and paste the content below into a word document and make your edits. It does not need to be perfect, so just do your best or get assistance form an Attorney if your situation is more complicated. You can also electronically sign the resolution.

[Corporation Name]

Written Resolution No. [XXXX]

[Date]


WHEREAS, the annual meeting of the shareholders and directors of [Corporation Name], a corporation duly organized and existing under the laws of the State of Florida, is required to be held;

WHEREAS, due to [Reason for Written Resolution, e.g., logistical challenges, unanimous consent, etc.], it has been decided to conduct the annual meeting through a written resolution in lieu of an in-person meeting;

NOW, THEREFORE, BE IT RESOLVED, as follows:

1. Approval of Minutes: The minutes of the last annual meeting of shareholders and directors held on [Previous Meeting Date] are hereby approved.

2. Election of Directors: The following individuals are hereby elected to serve as directors of the Corporation for the ensuing year or until their successors are duly elected and qualified:

[Director Name 1]

[Director Name 2]

[Etc.]

3. Appointment of Officers: The following officers are hereby appointed to serve for the ensuing year or until their successors are duly appointed and qualified:

President:

Vice President:

Secretary:

Treasurer:

[Etc.]

4. Financial Report and Budget Approval: The financial report for the past fiscal year is hereby accepted, and the budget for the upcoming year is approved.

5. Ratification of Acts: All acts, contracts, and decisions made by the Corporation’s officers and directors during the previous fiscal year are hereby ratified.

6. [Include any other resolutions or business items to be acknowledged or approved].

BE IT FURTHER RESOLVED, that this written resolution shall be filed in the minutes book of the Corporation and shall have the same force and effect as if it had been passed at a duly convened and held meeting of the shareholders and directors.

IN WITNESS WHEREOF, the undersigned, being all the shareholders and directors of [Corporation Name], have executed this written resolution as of the date first above written.


[Signature of Shareholder/Director]

[Printed Name of Shareholder/Director]

[Date of Signature]


[Repeat for each Shareholder/Director]

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