A primary purpose of a properly formed corporation
is to protect you from individual liability for your business
activities. Our office performs thorough and detailed work to assist
you in achieving this standard. Our goals:
- To make sure your corporation is properly
formed pursuant to the statutory requirements.
- To assist you in developing a working
knowledge of how to maintain your corporation in the future.
This list is designed to help you understand the
work our office will be performing as part of your incorporation
process:
- Discussing the corporate formation process
and the nature and goals of your business.
- Drafting Call and Waiver of Notice of First
Meeting of Incorporators.
- Drafting Minutes of First Meeting of
Incorporators.
- Drafting Articles of Incorporation.
- Drafting Consent to Serve as Registered
Agent
- Meeting with you and the paralegal to sign:
Call and Waiver of Notice of First Meeting of Incorporators;
Minutes of First Meeting of Incorporators; Articles of
Incorporation; and Consent to Serve as Registered Agent.
- Filing Articles of Incorporation and
Consent to Serve as Registered Agent with Washington Secretary of
State's office.
- Confirming that your corporation has been
formed.
- Communicating with your CPA about whether
your corporation is a C-corporation or S-corporation.
- Communicating with your CPA about the
number of shares that each shareholder should be issued.
- Communicating with your CPA about the
initial capital contribution of each shareholder.
- Communicating with you regarding corporate
officers and directors.
- Communicating with you about your corporate
bank account.
- Writing a detailed letter of instruction to
you about how to follow up to properly maintain your corporation.
- Drafting Call and Waiver of Notice of First
Meeting of Shareholders.
- Drafting Minutes of First Meeting of
Shareholders.
- Drafting Call and Waiver of Notice of
Organizational Meeting of Board of Directors.
- Drafting Minutes of Organizational Meeting
of Board of Directors.
- Drafting Corporate Bylaws.
- Drafting Oaths of Director for each
corporate director.
- Drafting Stock Certificates for each
shareholder.
- Drafting Stock Receipts for each
shareholder.
- Drafting Stock Journal.
- Drafting Stock Subscription List.
- Discussing follow up corporate documents
with you as needed to ensure your knowledge and understanding of
the process.
- Meeting with paralegal to sign: Call and
Waiver of Notice of First Meeting of Shareholders; Minutes of
First Meeting of Shareholders; Call and Waiver of Notice of
Organizational Meeting of Board of Directors; Minutes of
Organizational Meeting of Board of Directors; Corporate Bylaws;
Oaths of Director for each corporate director; Stock Certificates
for each shareholder; Stock Receipts for each shareholder; Stock
Journal; and Stock Subscription List.
- Organizing corporate Minute Book, and
providing the Minute Book and seal to your office for reference.
- Working with you, as needed, to develop buy sell agreements to
protect corporate shares from being sold or distributed to third
parties.
- Providing on-going representation to
conduct annual corporate meetings as required by Washington law,
and meeting the other legal needs of your business.
Any questions? Please contact Stacey's office at
inquiry@staceyromberg.com
This overview provides general information and
not legal advice or opinions on specific facts.
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