← All workflows

Incorporator Written Consent

Draft Incorporator Consent Documents in Minutes

10 minutes with CaseMark

Fast lane

We have it from here.

Choose the fast one-off run here, or jump into the workspace when you want saved history, revisions, and a fuller matter workflow.

Run this once here

Best for a quick one-off job. Add your email, upload the files, and we'll run the workflow and send the result to your inbox.

1. Add your email so we know where to send the result.

2. Upload the files you want analyzed.

3. Run the workflow and we'll take it from there.

Use in Workspace

Best for ongoing matters

Save and reopen matters, keep documents together, refine the output, rerun with changes, and export or share polished work product when you're done.

Open in Workspace

Need more context?

Scroll for the workflow details below if you want to review what this run handles, what documents help, and what the output looks like.

If this is part of a live matter, the workspace is the better fit: you can keep your documents together, revisit the result, and keep working without starting from scratch.

Jump to detailsOpen in Workspace

Start here

Run this workflow now

Best for a fast one-off run. Add your email, upload the files, and we'll deliver the result without sending you into the full app.

Workflow

Incorporator Written Consent

Step 1 · Deliver to

Step 3 · Run this workflow

Workflow

Incorporator Written Consent

Overview

CaseMark's Incorporator Written Consent skill automates the drafting of Action by Written Consent of Incorporator documents for newly formed U.S. corporations. It generates state-compliant resolutions covering bylaws adoption, initial director appointments, and optional corporate actions — replacing what traditionally requires hours of manual drafting with an AI-powered workflow that takes minutes.

After filing Articles of Incorporation, attorneys must draft a formal written consent to memorialize critical organizational actions like adopting bylaws and appointing directors. This document requires precise statutory citations, exact name matching across corporate documents, and state-specific language — all of which demand careful manual research and drafting that consumes valuable time during an already complex formation process.

CaseMark automates the entire drafting process by extracting key details from your Articles of Incorporation and bylaws, applying the correct state-specific statutory framework, and generating a complete, execution-ready written consent document. The result is a professionally formatted document with numbered resolutions, proper authority transfer language, and signature blocks — ready for review and execution in a fraction of the traditional time.

How it works

  1. 1. Upload your Articles of Incorporation and corporate bylaws

  2. 2. AI identifies the corporation name, state of incorporation, filing date, and incorporator details

  3. 3. CaseMark drafts the complete written consent with state-specific statutory citations and all required resolutions

  4. 4. Review, customize optional resolutions, and export in your preferred format (DOCX, PDF)

What you get

  • Header & Preamble

  • Bylaws Adoption Resolution

  • Initial Director Appointment Resolution

  • Optional Resolutions (Fiscal Year, Bank Accounts, Ratification)

  • Role Conclusion & Authority Transfer Statement

  • Execution Block with Signature Lines

  • Exhibit A — Bylaws Attachment

What it handles

  • State-specific statutory citations for all 50 states including Delaware DGCL and California Corp. Code

  • Numbered resolutions for bylaws adoption, director appointments, and optional corporate actions

  • Automatic execution blocks with signature lines for each incorporator

  • Exhibit A integration for bylaws attachment or placeholder generation

  • Authority transfer language formalizing handoff from incorporator to board of directors

Required documents

  • Articles of Incorporation

    Filed Articles of Incorporation showing the corporation's legal name, state of incorporation, filing date, and incorporator information

    .pdf, .docx

  • Corporate Bylaws

    Adopted or draft bylaws to be referenced and attached as Exhibit A to the written consent

    .pdf, .docx

Supporting documents

  • Director Information Sheet

    List of initial directors with full legal names and any additional details for the appointment resolution

    .pdf, .docx, .xlsx

  • Prior Corporate Resolutions

    Any prior actions taken on behalf of the corporation that may need ratification in the written consent

    .pdf, .docx

Why teams use it

Eliminate manual drafting time by auto-generating complete written consent documents with all required resolutions and proper statutory citations

Reduce errors with automatic extraction and consistent use of the corporation's exact legal name, filing date, and incorporator details across the document

Ensure state-specific compliance with built-in statutory references for Delaware, California, MBCA states, and all other U.S. jurisdictions

Streamline the formation process by producing a polished, execution-ready document with signature blocks, exhibits, and authority transfer language

Questions

What states does this written consent document support?

CaseMark supports all 50 U.S. states, automatically applying the correct statutory citations. This includes Delaware (DGCL § 108), California (Corp. Code § 210), and all Model Business Corporation Act jurisdictions.

Can I include optional resolutions like fiscal year or bank account authorizations?

Yes. CaseMark generates the core required resolutions (bylaws adoption and director appointments) by default and can include optional resolutions for fiscal year designation, bank account authorization, and ratification of prior acts based on your needs.

What if our bylaws aren't finalized yet?

CaseMark can generate the written consent with a placeholder for Exhibit A, noting that bylaws are pending. Once finalized, you can attach them to the completed document.

How does CaseMark ensure the corporation name matches across documents?

CaseMark extracts the exact legal name from your uploaded Articles of Incorporation and uses it consistently throughout the written consent. This eliminates manual transcription errors that could create legal complications.

Can this handle multiple incorporators?

Absolutely. CaseMark generates individual signature lines and execution blocks for each incorporator identified in your Articles of Incorporation, ensuring all parties are properly represented in the consent document.

Is this a substitute for an organizational meeting?

Yes. An Action by Written Consent of Incorporator is the legal alternative to holding a formal organizational meeting. CaseMark drafts the document in compliance with your state's statutory requirements for written consent in lieu of a meeting.

Related

Access and Indemnity Agreement (Due Diligence)

Draft Property Access Agreements in Minutes with AI

Access Indemnity Agreement

Draft Access & Indemnity Agreements in Minutes

Ad Fund Agreement

Draft Ad Fund Agreements in Minutes, Not Hours