Incorporator
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Name:
Date:
The undersigned, being the sole incorporator (the “Incorporator”) of Galaxy Holdings, a TX LLC (the “Corporation”), acting pursuant to the General Corporation Law of the State of TX, hereby adopts the following resolutions by written consent without a meeting, effective as of .
RESOLVED, that the Certificate of Incorporation of the Corporation, as filed with the Secretary of State of the State of TX, is hereby ratified, approved, and confirmed in all respects, and a copy thereof shall be inserted in the Corporation’s minute book.
RESOLVED, that the following person(s) are hereby appointed to serve as the initial director(s) of the Corporation, each to hold office until the first annual meeting of stockholders or until a successor is duly elected and qualified, or until earlier resignation or removal:
RESOLVED, that the Bylaws presented to the Incorporator are hereby adopted as the Bylaws of the Corporation, and the Secretary of the Corporation is directed to insert a copy of such Bylaws in the Corporation’s minute book.
RESOLVED, that the officers and directors of the Corporation are authorized and directed to establish and maintain the minute book, stock ledger, and other corporate records of the Corporation.
RESOLVED, that, the initial directors having been appointed and the Bylaws having been adopted, the Incorporator hereby resigns as incorporator of the Corporation, such resignation to be effective immediately upon the effectiveness of this written consent, and the powers and duties of the Incorporator are hereby terminated.
RESOLVED, that the actions taken in these resolutions are intended to be the actions of the Incorporator under the General Corporation Law of the State of TX, and that any prior acts of the Incorporator consistent herewith are hereby ratified and confirmed.
This written consent may be executed in counterparts and by electronic signature, and shall be filed with the minutes of the proceedings of the Corporation.
Name:
Date: