Provides for approval of the Stock Plan by the Company's Board of Directors.
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MEETING OF THE BOARD OF DIRECTORS
Pursuant to notice duly given to all directors of Company Name, a Delaware corporation (the “Company”), a meeting of the Company’s Board of Directors (the “Board”) was held at the above date and place at Start Time. The following directors were present in person or by telephone and constituted a quorum: Name of Director 1, Director 2 and Director 3. Also present were Name 1, Name 2 and Name 3 of the Company and Company Counsel's Name of Name of Company Counsel's Firm, as counsel to the Company, who kept the minutes of the meeting.
- Adoption of Stock Plan Name
After a general discussion, upon motion duly made and seconded, it was unanimously:
RESOLVED: That the Board of Directors authorizes and approves the adoption of the Stock Plan Name (the “Plan”) in substantially the form attached hereto as Exhibit A, and reserves for issuance pursuant to the Plan No. of Shares shares of the Company’s Common Stock.
RESOLVED FURTHER: That the officers of the Company are authorized and directed to take any and all actions and execute any documents which they, in consultation with legal counsel, may deem necessary or advisable to carry out the implementation of the Plan, including without limitation, the execution and delivery of stock option agreements and restricted stock purchase agreements in substantially the forms attached hereto as Exhibits B and C, with such modifications or amendments thereto as may be approved by the officer or officers executing and delivering the same.
RESOLVED FURTHER: That the officers of the Company, in consultation with legal counsel, are authorized and directed to take any and all additional actions and file any other documents necessary to carry out the intent and purposes of the foregoing resolutions, including seeking stockholder approval of the Plan and qualifying or exempting the issuance of securities under the Plan from the registration requirements of the Title of Securities Law Statute.
- Omnibus Resolution
Upon motion duly made and seconded it was unanimously:
RESOLVED: That each of the officers of the Company is authorized and empowered to take such other actions and sign such other documents as may be necessary or advisable to carry out the intent and accomplish the purposes of the foregoing resolutions.
- Future Meetings
The Board scheduled the next meeting for Next Meeting's Time and Date at Name of Place.
There being no further business, the meeting was adjourned.
Secretary Name, Secretary of the Meeting
STOCK PLAN NAME
FORM OF STOCK OPTION AGREEMENT
FORM OF RESTRICTED STOCK PURCHASE AGREEMENT