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What is Reincorporation?
In How Can I Move My Corporation to Another State?, I explained that there are three ways to move a corporation from one state to another. This post describes one of those ways: Reincorporation. Three...
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Should We Authorize Preferred Shares when We Incorporate?
This post discusses whether founders should authorize preferred shares, in addition to common shares, when they incorporate. As I discussed in What is Preferred Stock?, corporations typically issue...
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Board Members Aren’t Necessarily Equal in Delaware
People typically think about corporate board members having equal voting rights: One director, one vote. However, for Delaware corporations, that is not always the case. Delaware Statute – Board...
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What Does It Mean to Hold X Shares?
I am writing this post because of a Quora question that I answered. Please see What does it mean when you have X shares in a company? Before addressing the significance of the number of shares, I will...
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What Are My Entity’s Compliance Obligations?
Frequently, the first service I provide to a client is to form a new legal entity (corporation or limited liability company). And frequently, once that entity is formed, the client’s first question is...
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Parent and Subsidiary – Who Owns What?
I am writing this post about parent and subsidiary ownership because of a question that I answered recently on Quora and a similar question that a prospective client posed to me. (Please see Can an LLC...
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How Can I Calculate My Share Ownership Percentage?
I am writing this post about calculating one’s share ownership percentage because of an email exchange I had on behalf of a client. We had formed a Delaware corporation with 10 million authorized...
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Corporate Officers Need Not Be Human Beings (in Many States)
This post discusses my surprise at finding that there apparently is no requirement that corporate officers be human beings. My answer to a Quora question is the basis for this post. Please see Could an...
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What is a Certificate of Determination?
One of my Avvo answers led me to write this post. Please see CA corp Certificate of Determination: must it include tag-along and drag-along provisions? Corporations, by default, issue common shares to...
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When is a Shareholder Vote Required?
This post discusses when a California corporation must hold a shareholder vote. It is based on an Avvo answer that I wrote recently. Please see Beside elections, are there corporate decisions that...
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What Does It Mean to Hold X Shares?
I am writing this post because of a Quora question that I answered. Please see What does it mean when you have X shares in a company? Before addressing the significance of the number of shares, I will...
View ArticleClik here to view.
What Are My Entity’s Compliance Obligations?
Frequently, the first service I provide to a client is to form a new legal entity (corporation or limited liability company). And frequently, once that entity is formed, the client’s first question is...
View ArticleClik here to view.
Parent and Subsidiary – Who Owns What?
I am writing this post about parent and subsidiary ownership because of a question that I answered recently on Quora and a similar question that a prospective client posed to me. (Please see Can an LLC...
View ArticleClik here to view.
How Can I Calculate My Share Ownership Percentage?
I am writing this post about calculating one’s share ownership percentage because of an email exchange I had on behalf of a client. We had formed a Delaware corporation with 10 million authorized...
View ArticleClik here to view.
Corporate Officers Need Not Be Human Beings
This post discusses my surprise at finding that there apparently is no requirement that corporate officers be human beings. My answer to a Quora question is the basis for this post. Please see Could an...
View ArticleClik here to view.
What is a Certificate of Determination?
One of my Avvo answers led me to write this post. Please see CA corp Certificate of Determination: must it include tag-along and drag-along provisions? Corporations, by default, issue common shares to...
View ArticleClik here to view.
When is a Shareholder Vote Required?
This post discusses when a California corporation must hold a shareholder vote. It is based on an Avvo answer that I wrote recently. Please see Beside elections, are there corporate decisions that...
View ArticleClik here to view.
Shareholder Approval Requirements in California
This post discusses which corporate actions require shareholder approval. The following pertains to California corporations. Corporations formed in other states will have different requirements....
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What Does an Incorporator Do?
This post discusses the role of the incorporator when a corporation is formed and is based on a Quora answer that I provided. Please see When a third party files Articles of Incorporation as the...
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Directors’ Voting Rights Can Be Limited
This post about limiting directors’ voting rights is based on my answer to a Quora question. (See Can a business owner draw up bylaws/articles of an organization that limit voting rights of directors?)...
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