Annual Meetings: The Basics
Sometimes, in an effort to reduce legal fees, clients conduct corporate annual meetings, and prepare minutes, on their own. Regrettably, if they do not know what they are doing, they can make a mess....
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So how important is this legal stuff, anyway?
Two recently-acquired clients had similar situations that brought up the importance of complying with legal requirements. Each company is a multi-founder startup where one founder became...
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Cumulative Voting: Board Representation for Minority Shareholders
Cumulative voting for corporate directors is a process by which each shareholder’s voting power is multiplied by the number of directors to be elected. The objective: By allocating all of their votes...
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Who Can Sign Contracts for a Corporation?
A couple of weeks ago, I answered a question on Avvo about who can sign contracts on behalf of a corporation. This issue comes up from time to time, so I will discuss it at some length in this post....
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What Does the Chairman of the Board Do?
Earlier today I answered the following Quora question: What does the Chairman of the Board do? Here is the answer that I provided: The Chairman of the Board does what the Bylaws and the Board of...
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What Must We Do Regarding Corporate Board Meetings?
The following question (edited for length) is from Founders Space. The editor decided to make my “really good, concise answer” a Featured Answer on the site. Q. What’s the minimum two founders must do...
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Compliance Services Joins Hall of Shame
If you form a corporation, the Postal Service soon will inundate you with official-looking forms from companies offering to create or file corporate documents on your behalf. Earlier this week I...
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What Happens if the Board Doesn’t Approve My Stock Options?
This post is adapted from a question I answered on OnStartups. Q. I’ve been working for a large private company, and my offer letter said I would receive X number of options as long as the board...
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What is a Board of Directors?
This post is based on a Quora question that I answered: Q. What is the board of directors? What are the functions of the board of directors? What is the function of each member of the board? A. The...
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How Can We Add a Co-founder to Our Corporation?
This post is based on a question about how to add a co-founder to a corporation that I answered recently on Avvo. The question and answer are paraphrased below. Q. I would like to add a co-founder to...
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Who Appoints the Members of a Board Committee?
This post addresses a generalized version of a question that I answered on Quora concerning committees of corporate boards of directors. Q. Who appoints the members of a board committee? A. Appointment...
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What Is a Unanimous Written Consent?
The FreeBSD Foundation – Unanimous Written Consent of Directors This post explains what a Unanimous Written Consent is. (Sometimes it is called an Action by Unanimous Written Consent.) The term...
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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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What Does the Chairman of the Board Do?
Earlier today I answered the following Quora question: What does the Chairman of the Board do? Here is the answer that I provided: The Chairman of the Board does what the Bylaws and the Board of...
View ArticleClik here to view.
What Must We Do Regarding Corporate Board Meetings?
The following question (edited for length) is from Founders Space. Q. What’s the minimum two founders must do regarding board meetings for a startup Delaware corporation doing business in California?...
View ArticleClik here to view.
Compliance Services Joins Hall of Shame
If you form a corporation, the Postal Service soon will inundate you with official-looking forms from companies offering to create or file corporate documents on your behalf. Earlier this week I...
View ArticleClik here to view.
What Happens if the Board Doesn’t Approve My Stock Options?
This post is adapted from a question I answered on OnStartups. Q. I’ve been working for a large private company, and my offer letter said I would receive X number of options as long as the board...
View ArticleClik here to view.
What is a Board of Directors?
This post is based on a Quora question that I answered: Q. What is the board of directors? What are the functions of the board of directors? What is the function of each member of the board? A. The...
View ArticleClik here to view.
How Can We Add a Co-founder to Our Corporation?
This post is based on a question about how to add a co-founder to a corporation that I answered recently on Avvo. The question and answer are paraphrased below. Q. I would like to add a co-founder to...
View ArticleClik here to view.
Who Appoints the Members of a Board Committee?
This post addresses a generalized version of a question that I answered on Quora concerning committees of corporate boards of directors. Q. Who appoints the members of a board committee? A. Appointment...
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