Minutes and Bylaws

We often get questions about LLC stockholders, bylaws, stock certificates, directors, minutes and sometimes a Limited Liability “Corporation.” It’s understandable to have questions about how LLCs are structured and operate. Here’s what you need to know. Do LLCs have stock? Typically, “stock” is not the term used for LLC ownership shares. In most LLCs, the […]

Sample Annual Corporation Meeting Agenda Stockholders elect directors Directors elect officers Retainer of accountant Discuss financial matters and Dividend Salaries for upcoming year Bonuses for previous year Profit sharing contribution Money Purchased Pension contribution Defined Benefit contribution Loans to or from corporation Large purchases (property and/or equipment) Leases (office and/or equipment) Employment agreements Stock purchase […]

Before the stock split was unveiled, a few preparations had to be made in the boardroom and with their corporate legal counsel. Google’s attorneys had to file an Amendment to its Certificate of Incorporation with the state of Delaware changing the number of shares it was authorized to issue. (See image below of the original […]

So what are bylaws? The bylaws provide the mechanics of how the stockholders elect the directors, and the directors appoint the officers and how the officers run the company. (The bylaws DO NOT govern the rights of stockholders to transfer their shares, instead that would be a separate document, called a shareholder agreement – more […]