The Board of Directors of the California Professional Corporation must adopt a corporate resolution that authorizes the issuance of shares. Learn the steps to incorporate your business in California, including filing registration and tax paperwork, drafting corporate documents, and issuing stock.Resolutions of the board of directors of a California corporation electing directors to fill director vacancies. A business entity can be formed in California online at bizfileOnline.sos.ca.gov. Filing tips are included with most online forms. Here is an outline of the steps you need to follow in order to form a corporation (specifically, a "C corporation") in California. The annual board of directors meeting, similarly must be noticed and must be held on the date, time, and place stated in the corporation's bylaws. The director signs the bylaws to approve them on behalf of the board of directors. A "Board of Directors" is the elected body that governs a common interest development. The Corporations Code defines "directors" as "natural persons designated.