| JOINT WRITTEN CONSENT OF THE BOARD OF DIRECTORS AND THE STOCKHOLDERS OF [COMPANY NAME] IN LIEU OF A MEETING |
The undersigned, being all of the members of the board of directors (the “Board”) and all of the stockholders (the “Stockholders”) of [COMPANY NAME], a [STATE] corporation (the “Corporation”), acting by written consent without a meeting pursuant to Sections [applicable sections of the state corporation law], do hereby consent to the adoption of the following resolutions:
Amendment of the Plan to Increase the Share Reserve
Whereas, the Corporation maintains the [PLAN NAME] (the “Plan”), under which [CURRENT SHARE RESERVE] shares of the Corporation’s common stock (“Common Stock”) are reserved for issuance;
Whereas, the Board has determined that it is advisable and in the best interests of the Corporation and its stockholders to increase the number of shares of Common Stock reserved for issuance under the Plan, so that the Corporation may continue to grant equity awards to attract and retain qualified service providers; and