Articles of Incorporation Sample
MEETINGS OF STOCKHOLDERS
Section 1. Annual / Regular Meetings - The annual / regular meetings of
stockholders shall be held at the principal office on ____________of each year, if a
legal holiday, then on the day following.
Section 2. Special Meeting - The special meetings of stockholders, for any
purpose or purposes, may at any time be called by any of the following: (a) Board of
Directors, at its own instance, or at the written request of stockholders representing a
majority of the outstanding capital stock, (b) President.
Section 3. Place of Meeting - Stockholders meetings, whether regular or
special, shall be held in the principal office of the corporation or at any place designated
by the Board of Directors in the city or municipality where the principal office of the
corporation is located.
Section 4. Notice of Meeting - Notices for regular or special meetings of
stockholders may be sent by the Secretary by personal delivery or by mail at least two (2)
weeks prior to the date of the meeting to each stockholder of record at his last known
address. The notice shall state the place, date and hour of the meeting, and the purpose
or purposes for which the meeting is called.
When the meeting of stockholders is adjourned to another time or place, it shall
not be necessary to give any notice of the adjourned meeting if the time and place to
which the meeting is adjourned are announced at the meeting at which the adjournment is
taken. At the reconvened meeting, any business may be transacted that might have been
transacted on the original date of the meeting.
Section 5. Quorum - Unless otherwise provided by law, in all regular or
special meeting of stockholders, a majority of the outstanding capital stock must be
present or represented in order to constitute a quorum. If no quorum is constituted, the
meeting shall be adjourned until the requisite amount of stock shall be present.
Section 6. Conduct of Meeting - Meeting of the stockholders shall be presided
over by the President, or in his absence, by a chairman to be chosen by the stockholders.
The Secretary, shall act as Secretary of every meetings, but if not present, the chairman
of the meeting shall appoint a secretary of the meeting.
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