Corporate Definitions
Articles of Incorporation – the articles of incorporation is the document that is used to form a corporation. The articles of incorporation are filed with the Secretary of State (or other state agency that handles business registrations). The articles of incorporation typically include the purpose for incorporation, the corporation’s registered address, the amount of stock the corporation is authorized to issue, etc. BACK TO TOP
Articles of Organization – are the LLC (Limited Liability Company) version of the Articles of Incorporation. The articles of organization are also filed with the secretary of state’s office and contain the basic information about an LLC. BACK TO TOP
Corporate Minutes – are simply recaps of the actions that a corporation’s board of directors or shareholders have taken. Typical information that may be included in the corporate minutes (aka the corporate meeting minutes) is information about major purchases by the corporation, hirings/firings, acquisitions, etc. BACK TO TOP
Corporate
Seals –Corporate seals are the embossed stamps that contain the name
of a corporation and it’s date of formation. No state’s require corporate
seals any more. Many online incorporation sell corporate seals because there is
a high profit margin...and for no other reason. You don’t need a corporate
seal, but if you really want one, we have high quality, steel ones for just $45.
If any online incorporation service tells you that you need a corporate seal, run
away as fast as you can. BACK TO TOP
LLC Operating Agreement (also called Member Agreements and Operating and Member Control Agreements) – An LLC Operating Agreement is an internal document just for the owners of the LLC. The LLC Operating Agreement governs the workings of the LLC. The LLC Operating Agreement is not filed with the state. An LLC Operating Agreement sets forth such matters as:
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How and when the officers are elected.
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The job descriptions of the officers.
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How often and when the members will meet.
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The percentage of ownership that must be present at a meeting in order to constitute a quorum.
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How ownership interests are transferred.
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What books and records the LLC will keep.
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Other matters that the members feels should be put into writing.
An LLC Operating Agreement is a very flexible document. The members can change it at any time. The LLC Operating Agreement that Click and Inc drafts and customizes for you covers many areas, but there may be issues peculiar to your business and the membership that require you to add to the document later on. If you have already formed your LLC but still require an operating agreement, you can get one quickly and easily at http://www.llc-operating-agreements.com. BACK TO TOP
Bylaws – the bylaws are an internal document just for the owners of the Corporation. The Bylaws govern the workings of the Corporation. The bylaws are not filed with the state. The Bylaws sets forth such matters as:
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How and when the officers and directors are elected.
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The job descriptions of the officers.
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How often and when the shareholders and board of directors will meet.
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The percentage of ownership that must be present at a meeting in order to constitute a quorum.
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How ownership interests are transferred.
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The powers of the board of directors.
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What books and records the Corporation will keep.
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Other matters that the shareholders feel should be put into writing.
The bylaws is a very flexible document. The shareholders can change it at any time. The bylaws that Click and Inc drafts and customizes for you covers many areas, but there may be issues peculiar to your business and the shareholders that require you to add to the document later on. If you have incorporated your business but do not have these, you can get them at www.corporate-bylaws.net. BACK TO TOP
IRS Tax ID Number – The IRS Tax Id Number is also know as the EIN number and is applied for by completing the IRS Form SS-4. The tax id number is a nine digit number assigned to all business entities for tax filing and reporting purposes (i.e. filing payroll reports). You must have a tax id number before you open a business checking or savings account.
According to the IRS, an average filer spends 94 minutes completing the SS-4 application and obtaining the number itself. When you incorporate with Click and Inc we gather all of the necessary information during the incorporation process and draft the form for you. With the completed form in hand, it’ll take you less than 5 minute to obtain your tax id number! Yes, we make it that simple! BACK TO TOP
Corporate Kit – A corporate kit is a study folder with the name of your new entity embossed on it. It also includes a corporate seal. Neither item is required by the state or needed to open bank accounts, etc. However, many entrepreneurs like have an official looking central location to keep all of their entity's important documents.