5 Del. Admin. Code § 701-8.0 - Organization Meeting of Incorporators

8.1 The first meeting of the Incorporators shall be called by a notice signed by the Incorporator designated in the Articles of Association for that purpose or by a majority of Incorporators (see 5 Del.C. § 727). The statutory purpose of the first meeting is to organize by:

(i) choosing by ballot a temporary secretary;

(ii) adopting bylaws; and

(iii) electing in such manner as the bylaws may determine directors, a president, a secretary, and such other officers as the bylaws may prescribe. All of the officers elected shall be sworn to the faithful performance of their duties. Action permitted to be taken at the organization meeting may be taken without a meeting if each Incorporator signs a written consent in lieu of meeting which states the action so taken.

8.2 The President and a majority of directors elected at the organization meeting of the Incorporators shall make, sign and make oath to a certificate (hereinafter the "Articles of Organization") setting forth:

(i) a true copy of the Articles of Association;

(ii) the names of the subscribers thereto;

(iii) the name, residence, and mailing address of each officer; and

(iv) the date of the first meeting of the Incorporators (see 5 Del.C. § 728).

8.3 The Articles of Organization and attachments shall be submitted to the Commissioner. The Commissioner may require such amendments or additional information as he may consider proper or necessary. The Commissioner shall endorse approval upon the Articles of Organization at such time as he has determined that the applicable provisions of law have been complied with (see 5 Del.C. § 729).

Notes

5 Del. Admin. Code § 701-8.0