Tennessee Minutes of Organizational Meeting of Directors for a 501(c)(3) Association serve as an official record detailing the discussions, decisions, and actions taken during the initial meeting of directors of a non-profit organization in Tennessee seeking tax exemption under Internal Revenue Code (IRC) section 501(c)(3). These minutes aim to comply with the state laws and provide evidence of the board's commitment to fulfilling the organization's mission. The contents of Tennessee Minute of Organizational Meeting of Directors typically include: 1. Association Name: The official name of the non-profit organization must be stated at the beginning of the minutes. 2. Date, Time, and Location: The specific date, time, and physical or virtual location of the meeting are recorded to establish its legality and authenticity. 3. Call to Order: The minutes should indicate that the meeting was called to order and note who presided over the meeting. 4. Roll Call: A roll call records the attendance of all directors present, specifying their names and titles within the association. 5. Quorum: The minutes must verify that a quorum, the minimum number of directors required for official decision-making, was present to conduct business. 6. Approval of Agenda: The proposed meeting agenda is typically reviewed and approved by the directors, possibly with amendments. 7. Purpose: The minutes state the primary objective of the meeting, which is the organization's incorporation and application for tax-exempt status under IRC section 501(c)(3). 8. Discussion and Decision on Bylaws: Directors deliberate on the organization's bylaws, discussing each article or section before approving them. Any amendments made during the meeting should be clearly stated. 9. Election of Officers: If the bylaws allow, the directors elect officers responsible for managing the organization, such as the president, treasurer, and secretary. The minutes should include the names and positions of each elected officer. 10. Appointment of Committees: The minutes may reflect the committees established during the organizational meeting and the directors chosen to serve on each committee. 11. Adoption of Conflict of Interest Policy: Directors must adopt a conflict of interest policy to ensure proper governance practices. The minutes should specify that the policy has been approved and adopted. 12. Approval of Incorporation Documents: The directors review and approve the incorporation documents required by the Tennessee Secretary of State, such as the Articles of Incorporation and the Certificate of Incorporation. 13. Approval of 501(c)(3) Application: If not yet submitted, the minutes should include the resolution approving the preparation and submission of the organization's application for tax-exempt status under section 501(c)(3) of the IRC. 14. Adjournment: The minutes will indicate that the meeting was officially adjourned, noting the time at which the meeting ended. Different types or variations of Tennessee Minutes of Organizational Meeting of Directors for a 501(c)(3) Association may include additional details specific to the organization's unique circumstances or requirements, but the above elements generally encompass the essential components.