Pre-Incorporation Designation of Directors

This Pre-Incorporation Agreement (the “Agreement”) is made and effective [DATE],

BETWEEN: [FIRST INCORPORATOR NAME] (the “First Incorporator”), a corporation organized and existing under the laws of the [STATE/PROVINCE], with its head office located at:

AND: [SECOND INCORPORATOR NAME] (the “Second Incorporator”), a corporation organized and existing under the laws of the [STATE/PROVINCE], with its head office located at:

TERMS

1. All the parties to this Pre-Incorporation Agreement shall be the first directors of the corporation upon its organization, and shall serve as such until their several successors are elected and qualify pursuant to the bylaws of the corporation. The first directors shall [SERVE WITHOUT REMUNERATION OR EACH RECEIVE THE SUM OF [AMOUNT] FOR EACH MEETING OF THE BOARD, REGULAR OR SPECIAL, ACTUALLY ATTENDED OR AS THE CASE MAY BE].

2. [NAME], one of the first directors of the corporation, shall serve as its general manager until [his or her] successor is duly selected and qualified, shall perform all services required of [him or her] in the general management and operation of the business of the corporation, and shall receive for such services as general manager a salary of [AMOUNT] of [MONTH OR YEAR].

3. The By-laws shall provide that the officers of the corporation shall consist of a president, a vice-president, and a secretary-treasurer [ADD OTHER OFFICERS, AS REQUIRED]. The first officers of the corporation, who shall take office and serve immediately upon its formation and until duly relieved by the board of directors, shall be [NAME], president; [NAME], vice-president; [NAME], secretary-treasurer; [ADD OTHER APPOINTEES, IF ANY]. Until and unless the board of directors otherwise provides, the [MONTHLY OR YEARLY] salaries of the officers shall be as follows:

President: [AMOUNT]
Vice-president: [AMOUNT]
Secretary-treasurer: [AMOUNT]

Pending specification of the duties of the corporate officers in the By-laws, they shall perform the duties customarily performed by such officers in similar business corporations.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first above written.

FIRST INCORPORATOR SECOND INCORPORATOR

Authorized Signature Authorized Signature

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