Signatures

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  When signing contracts or other documents on behalf of the entity you need to use your title otherwise someone might conclude that you are signing on behalf of yourself and hold YOU liable for any shortfalls. Your title should be something like President, CEO, VP or Secretary. Officers are agents of the company and […]

Operating Your New Busines

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  Notice In order to receive the protections provided by having an entity certain procedures must be followed. One of the first requirements is to put others on “Notice” that your business is organized as an entity with limited liability. Accordingly, ALL of your official documents must use the business’ official name including the Inc., […]

Voting and Rules of Order

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  Voting Likewise, voting arrangements can vary including under what circumstances will proxies be accepted. Will there need to be a so-called “super majority” for issues like: • the sale of the business, • borrowing in excess of $10,000, • a merger, consolidation or dissolution, • long term contracts, • hiring or firing, • declaring […]

Quorum Defined

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A quorum is defined as the minimum number of members that must be present at any of the meetings to make the proceedings of that meeting valid. This may vary but if not stated to the contrary, a simple majority will satisfy quorum requirements. However, by itself, this doesn’t address the issue of whether someone […]

Meetings and Minutes

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Note: Unless you have executed a Close Corporation Agreement( see the section on Close Corporations), you must complete Minutes of annual meetings of the corporation’s directors and shareholders. The meetings can be held at any date and time that is convenient for you that allows enough time to prepare financial reports for the year just […]

Organizational Matters

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Bylaws The bylaws of the corporation are the rules by which it operates and these rules govern the activities of its shareholders, directors, and officers. Since these Bylaws are standard and pre-written for most corporations, you may feel the need to customize or add to the Bylaws. You may do this by holding a meeting, […]