MINUTES OF FIRST MEETING OF BOARD OF DIRECTORS
OF
A CLEAN LIFE
a California Nonprofit Public Charity Corporation



The board of directors of A Clean Life held its first meeting on Saturday April 4, 2009, through a conference call. The following directors, constituting a quorum of the full board, were present at the meeting:

Steven Mandzik

Spencer Mandzik

Rebecca Thompson

Michael K. Gauthier



There were absent:

Joseph Armstrong
Scott McKimmey





VOTING

Presented to the meeting were several options for voting during the conference call (email, verbal, written). Verbal voting was unanimously approved.



DIRECTORS

Presented to the meeting for approval was the proposed list of Directors for the corporation. They are: Steven Mandzik, Spencer Mandzik, Scott McKimmey, Rebecca Thompson, Michael Gauthier, and Joseph Armstrong. These directors were unanimously approved.



ELECTION OF OFFICERS

Presented to the meeting for approval was the selection of the officers of the corporation:

Steven Mandzik - President

Spencer Mandzik - Vice President & Secretary

Scott McKimmey - Treasurer

The board unanimously approved these officers.



COMPENSATION OF OFFICERS

There followed a discussion concerning the compensation to be paid by the corporation to its officers. The following was unanimously approved, that the following annual salaries be paid to the officers of this corporation:

President $ 60,000

Vice President/Secretary $ 40,000

Treasurer $ 25/hr





BYLAWS

There was then presented to the meeting for adoption a proposed set of bylaws of the corporation. The bylaws were considered, discussed and unanimously RESOLVED, that the bylaws presented to this meeting are adopted as the bylaws of the corporation. RESOLVED FURTHER, that the secretary insert a copy of the bylaws in the corporate records book and see that a copy of the bylaws is kept at the corporation's principal office as required by law.







CONFLICT OF INTEREST

Presented to the meeting was the Conflict of Interest policy contained within the ByLaws. After consideration and discussion the Conflict of Interest policy contained within the ByLaws was unanimously approved.





PRINCIPAL OFFICE

Presented to the meeting was the exact location of the corporation's principal office for the transaction of business in the county named in the bylaws. It was RESOLVED, that the principal office for the transaction of business of the corporation shall be at 19141 Randi Lane in Huntington Beach, California.





BANK ACCOUNT

Presented to the meeting was a need for the corporation to establish a bank account. This duty was conferred upon the President, with the help of the Treasurer, to establish a bank account for the corporation. This was unanimously approved.





CALIFORNIA AND FEDERAL TAX EXEMPTIONS

Presented to the meeting was the President's intent to submit for Federal and State Tax Exemptions and qualify the corporation as a 501(c)3 public charity corporation that can accept donations from the public at large. This was unanimously approved.



Since there was no further business to come before the meeting, on motion duly made and seconded, the meeting was adjourned.


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Date


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Signed

Spencer Mandzik, Secretary