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Special Meeting Of Stockholders
MINUTES OF SPECIAL MEETING OF STOCKHOLDERS
A special meeting of the stockholders was duly called and held at [Address] in the City of [City] in the State of [State] on [Date] at [Time].
The meeting was called to order by [Name of President] the President of the [Name of Corporation] Corporation, and [Name of Secretary], the Secretary of the Corporation, kept the records of the meeting and its proceedings.
The Secretary noted that stockholders owning [Amount of Shares] shares were present in person and stockholders owning aggregate amount representing more than [Amount of Shares] shares were represented by proxy, the [Percentage] percent of the outstanding stock entitled to vote on the amendment to the articles of incorporation propositioned at the meeting.
The secretary stated that the following stockholders were present in person:
Names Number of Shares
[Name of Shareholder] [Shares owner by Shareholder]
and that the following stockholders were represented by proxy:
Names Names of Proxies Number of Shares
[Name of Shareholder] [Names of Proxies] [Shares owner by Shareholder]
The Chairman then reported that there were present in person and represented by proxy the number of shares necessary to constitute a quorum to conduct business.
The Secretary put forth and read a waiver of notice of the meeting signed by each stockholder entitled to notice of the meeting, said waiver of notice together with a copy of the proxies submitted at the meeting were directed to be filed with the minutes of the meeting.
On the motion duty made and seconded, and after due deliberation, the following resolution was made:
[Resolution]
A vote was taken which showed:
In Favor of Motion [Amount of Shares], representing shares.
Opposed to Motion [Amount of Shares], representing shares.
Not Voting on Motion [Amount of Shares], representing shares.
The Secretary announced that [Amount of Shares] shares of common stock had been voted in favor of the said resolution and [Amount of Shares] shares of common stock had been voted against said resolution, said vote representing more than [Percentage] percent of outstanding shares in attendance and entitled to vote thereon.
The President thereafter declared that the resolution had been duly adopted.
There being no further business, upon motion duly made, the meeting adjourned.
Secretary