Other formation services provide forms a-la-carte, but we find this confuses clients as they are left wondering which documents are necessary and what needs to be filed and signed. If you form your corporation with us, you will receive all the necessary documentation you need at no additional cost.
In order to legitimately run your business, you’ll need to register with the Secretary of State in each state where you conduct business. For corporations, you’ll have to file a Certificate of Incorporation, also known as Articles of Incorporation. While what is required in this form varies from state to state in generally includes the following information:
The Secretary of State will charge a fee to process the Certificate of Incorporation. Once processed, you’ll receive a certified copy of the Articles of Incorporation confirming that you’ve been approved to do business in that state.
In addition to the Articles of Incorporation, corporations also require bylaws which outline how the shareholders, officers, and directors will operate the corporation. A corporation’s bylaws typically contain the following information:
Each state also requires corporations to keep corporate records, such as meeting minutes, which document important company decisions. Meeting minutes should be kept during all formal meetings including shareholder, board, and annual meetings. Here are a few of the things that should be memorialized in meeting minutes:
Any time the board of directors holds a meeting, this should be documented in board resolutions. Board resolutions reflect how directors voted on matters affecting the company. This is important in the instance that the board decisions are questioned in a lawsuit or the company is audited. Here are a few examples of when board resolutions should be used:
If your corporation will be issuing stock, you’ll need a stock certificate or share subscription agreement which lists the business’s name, shareholder’s name, date of the sale of the stock, and the signature of the board member who authorized the stock sale along with the company’s seal. Historically, these were physical pieces of paper kept in the corporate binder, but most companies now simply store these electronically.
In addition to the stock certificate, a shareholder agreement is also required if the corporation will be issuing stock. The shareholder agreement outlines the rights and responsibilities of the company’s shareholders that are not discussed in the bylaws. Typically, the shareholder agreement will specify the following:
All of the above documents should be stored in a safe, secure location. If you form your company with us, you will be able to store all of the above in your client portal for easy, secure access whenever you need.