CONSENT OF DIRECTORS OF

* (NAME OF CORPORATION)

TO ACTION WITHOUT A MEETING

BANKRUPTCY AND CALLING SHAREHOLDERS' MEETING

 

We, the undersigned, being all of the directors of ______________________________ (Name of Corporation), do hereby adopt the following resolutions by signing our written consent thereto:

 

WHEREAS, the Board of Directors of _____________________________________, hereinafter referred to as "Corporation," has determined that said Corporation is unable to meet its obligations as they become due in the usual course of business and can no longer continue in business profitably, and,

 

WHEREAS, the Board of Directors has been advised by the President of the Corporation that various creditors have threatened to prosecute their claims against said Corporation, it is

 

RESOLVED, that said Corporation file a voluntary petition in bankruptcy, and, it is

 

FURTHER RESOLVED, that a special meeting of the shareholders of said Corporation is hereby called to vote upon the recommendation that the Corporation file a voluntary petition in bankruptcy as presented by the Board of Directors, said meeting to be held at the following time, date and place:

 

Time: ____________________________

Date:  ____________________________

Place: _________________________________________________________, and it is

 

FURTHER RESOLVED, that the Secretary of this Corporation is hereby instructed and directed to send immediate notice to all shareholders of the special meeting of shareholders, which is to be held in accordance with applicable law and the bylaws of this Corporation.

 

 

 

This action shall be effective _______________________.

 

________________________________________

Director

 

________________________________________

Director