Portfolio 1-4th: The Delaware Corporation: Legal Aspects of Organization and Operation

Wks. 1 Basic Form of Certificate of Incorporation

Wks. 2 Certificate of Incorporation Provision Authorizing “Blank Check Stock”

Wks. 3 Form of Certificate of Correction for Certificate of Incorporation

Wks. 4 Form of Corrected Certificate for Any Document (Including a Certificate of Incorporation)

Wks. 5 Form of Certificate of Amendment of Certificate of Incorporation Before Payment for Stock

Wks. 6 Form of Certificate of Designation

Wks. 7 Form of Consent for Use in Lieu of an Organizational Meeting

Wks. 8 Form of Directors' Consent in Lieu of an Organizational Meeting

Wks. 9 Form of Bylaws

Wks. 10 Form of Charter or Bylaw Provision Providing for Classified Board of Directors

Wks. 11 Charter Provision Authorizing Cumulative Voting

Wks. 12 Form of Consent of Stockholders

Wks. 13 Form of Consent of Directors to Charter Amendment

Wks. 14 Form of Certificate of Amendment of Certificate of Incorporation

Wks. 15 Form of Directors' Resolution Declaring a Dividend

Wks. 16 Form of Directors' Resolution Establishing a Special Litigation Committee

Wks. 17 Form of Directors' Undertaking to Advance Litigation Expenses

Wks. 18 Form of Board of Directors' Resolution Authorizing Indemnification of a Director's Expenses Following Settlement of a Derivative Suit

Wks. 19 Form of Directors' Resolution Authorizing the Issuance of Stock for Property

Wks. 20 Form of Certificate of Merger

Wks. 21 Form of Agreement of Merger for Three-Party Merger

Wks. 22 Form of Certificate of Ownership and Merger

Wks. 23 Delaware Corporation Law Title 8, Chapter 1. General Corporation Law Subchapter XV. Foreign Corporations

Wks. 24 Form of Foreign Corporation Certificate