Minute Book

Minute Book

After the organizational meeting, you should set up your minute book. This can be a fancy leather guide or a simple ring binder. The minute book often contains the following:

  • Title page (“Corporate Records of __________________”)
  • Table of contents
  • The letter from the secretary of state acknowledging receipt and filing of the articles of incorporation
  • Copy of the articles of incorporation
  • Copy of any fictitious name registration
  • Copy of any trademark registration
  • Waiver of notice of organizational meeting
  • Minutes of organizational meeting
  • Bylaws
  • Sample stock certificate
  • Offer to purchase stock
  • Tax forms:
    • IRS Form SS-4 identifying the issued Employer Identification Number (EIN)
    • IRS Form 2553 and acceptance notification from the IRS
    • Any state form necessary
    • Stock transfer ledger
    • Stock certificate stubs
  • Corporation: Introduction
    Each year, hundreds of thousands of corporations are registered in this country, and it is not a coincidence that the largest businesses in the world are corporations. The corporation is a popular method of doing business for most people because it offers many advantages over partnerships and sole...
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  • What is a Corporation?
    A corporation is a legal person that can be created under state law. As a person, a corporation has certain rights and obligations, including the right to do business in its own name and the obligation to pay taxes. Some laws use the words "natural persons." A natural person refers only to human...
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  • Articles of Incorporation
    The Articles of Incorporation (in some states referred to as the Certificate or the Certificate of Incorporation) is the document that is filed with the appropriate state agency to start the corporation. In most states, this agency is the Secretary of State but may be called the Department of State...
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  • Shareholder
    A shareholder is a person who owns stock in a corporation. In many small corporations, the shareholders act as the officers and directors, but many shareholders do not have these roles in large corporations. Sometimes small corporations have shareholders who are not officers, such as when the stock...
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  • Board of Directors
    The board of directors is the controlling body of a corporation that makes major corporate decisions and elects the officers. It usually meets just once a year. In most states, a corporation can have one director (who can also hold all offices and own all the stock). In a small corporation, the...
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  • Officers
    Officers are appointed by the board of directors to run the day-to-day operations of the corporation. Commonly, and by law in many states, a corporation will have at least three officers: President Treasurer or Chief Financial Officer Secretary Officers do not have to be shareholders or directors,...
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