Day-to-day management of the corporation is overseen by the Board of Directors acting as a unit. Directors establish corporate policy and make major decisions such as:

- the hiring, firing and compensation of officers and other upper level employees;
- the payment of dividends;
- the purchase or sale of major assets or property;
- the lending or borrowing of money;
- the issuance or repurchase of corporate shares; and
- the beginning or ending of business opportunities.

The formalities of meeting and voting (or approval of actions through written consent) are important in maintaining the corporation as a corporation and not losing the protections of the corporate form. In addition, the law, the company's articles of incorporation or the company bylaws may limit the Board of Director's authority.

It is important that the Board not act outside the scope of its authority and risk having decisions challenged or reversed. The Board of Directors should delegate the day-to-day operations of the corporation to the officers and employees.

Resolutions:

After the Board has made its decisions, the Director approval and voting should be reduced to writing in the form or a Director Resolution and recorded in the corporate minutes. Mr. Cooke has an extensive library of Director Resolutions and can work with your business to maintain the corporate books and resolutions.

Please feel free to contact Mr. Cooke at (312) 497-9002 or by email at "gc@Cookeslaw.com". Mr. Cooke's fee is $300.00 per hour.