How to Organize Your Corporation or LLC Minute Book

February 25th, 2015 by Matt Knee

Maintaining corporate or LLC compliance is an essential function that begins with being organized. Ultimately, it’s a job that starts with you, your company’s owner, secretary or shareholders—and it doesn’t have to be difficult or complicated.

One compliance task you can easily manage without having to meet a deadline or pay a fee is getting your company minute book up-to-date. Your company minute book is where you keep all your company’s important paperwork such as your state filing documents and company meeting minutes. As you update certain documents such as stock ledgers (if you own a corporation) or the member ledger for your LLC, you will want to make sure to place the updated copies in your minute book to keep it current. You will also want to keep your minute book handy for inspection at all times (for shareholders, members, investors or even the IRS or state taxation agencies).

If you are organizing a corporation minute book, start out by making sure that you have your original Articles of Incorporation from your state of formation. You will also need the Corporate Bylaws that you adopted during your organizational meeting, and the organizational minutes from that meeting. In addition to your organizational meeting minutes, you will need copies of minutes taken at all meetings including annual meetings and corporate board meetings. For reference to company ownership, your corporation minute book should also contain a stock ledger that shows percentages issued, dates of issue and any transfers of ownership or stock.

An LLC minute book will need to hold the Articles of Organization from your state of formation and the LLC Operating Agreement that was set forth by the LLC members during your organizational meeting. Place both documents in your LLC minute book along with the organizational meeting minutes. You will also need copies of all meeting minutes such as those recorded at annual meetings and any special meetings that were held to discuss company changes. Don’t forget to include a current LLC member ledger that tracks ownership of the company, including the percentage owned by each member.

MyNewCompany.com provides an easy solution to keeping a compliant minute book with a complete corporate kit or LLC kit including a 3-ring binder embossed with the company name, index tabs, sample stock or membership certificates, a corporate or LLC seal with your engraved company name and more. If you are just starting out or have an existing corporation or LLC in need of a perfectly organized minute book, MyNewCompany.com can order a corporate or LLC kit for you today.

Still worried about getting your other compliance tasks done? Consider ComplianceLock™ the peace-of-mind service that 1) sends email and text alerts (SMS) for important compliance due dates, 2) generates meeting minutes/consents with one click 3) monitors the status of your company and 4) securely stores your personal and corporate documents “in the cloud” for safekeeping and instant retrieval when you need them. It’s 4 products in 1 for total entity protection – one full year is easily less than one hour of attorney advice!

How to Evaluate Your Startup Idea (infographic)

January 22nd, 2015 by Matt Knee

Click for enlarged version!

hows-my-startup-idea

 

How to Incorporate in Nevada

January 14th, 2015 by Matt Knee

Forming a Nevada corporation comes with a number of benefits that might be worthwhile. Nevada corporation owners enjoy a pro-business atmosphere, low-tax mentality and freedom from information sharing with the IRS (opposed to other states that have agreed to share your company information). Personal liability protection, prestige and convenience are some additional advantages to incorporating in Nevada.

To get started with forming your corporation in Nevada, you will first need to confirm that your company name is available with the Nevada Secretary of State. Please note that you will need to include a corporate identifier such as Inc., Corp. or Ltd. You can verify that your Nevada corporation name is available through a search with the Nevada Secretary of State online.

Before you go on to file any paperwork with the state, you will need to appoint a Nevada Registered Agent. Your Registered Agent will serve as your main point of physical contact in Nevada and must be available during business hours to receive official state documents and any other legal papers. If you incorporate in Nevada because you plan to operate your business here and will have a physical office, then someone at that location can serve as your registered agent. Otherwise, you will need to select a registered agent provider. MyNewCompany.com can provide you with a Nevada registered agent for only $99/year and is a member of the Nevada Registered Agents Association.

Now that you’ve appointed a registered agent, you can file your state paperwork. You will also need to obtain a Federal Tax ID and open a Nevada business bank account, and submit foreign qualification paperwork with the state where you will do business if you will not be operating in Nevada. Click here to view further steps for incorporating in Nevada. Please be aware of companies that promise you a Nevada company without having to foreign qualify in your actual state of operation. Virtually every state requires that a Nevada company “re-register” in that state to do business there, so if you are operating in a state other than Nevada, you may be required to pay additional fees.

MyNewCompany.com offers Nevada business filing packages starting as low as $79 plus the state filing fee. All packages include unlimited name availability searches, next business day processing, unlimited phone and email support, the new Corporation Handbook, the Nevada Startup Checklist, free company alerts, free first class shipping and more. Visit MyNewCompany.com or Order Online right now!

 

How to Keep Your Corporation or LLC Compliant

December 19th, 2014 by Matt Knee

Maintaining corporate compliance is an important task that you as a small business owner can accomplish by simply staying organized and keeping current with recurring tasks such as holding annual meetings and paying your taxes. Most companies are in fact required by law to fulfill certain tasks on a regular basis and company owners can encounter costly fees, loss of personal liability protection and even company dissolution as the result of losing good standing status.

You can easily maintain your company’s good standing status by starting with the up-to-date organization of your Corporate or LLC Minute Book. Your Corporate Minute Book should hold your Articles of Incorporation, Corporate Bylaws, the corporation minutes from your first Organizational Meeting, the stock ledger that tracks who owns which percentage of the company and copies of all Annual Meeting minutes or Special Meeting minutes documenting all major company decisions.

For LLC compliance, your LLC Minute Book should hold your Articles of Organization, LLC Operating Agreement, the board meeting minutes from your Organizational Meeting, the member ledger tracking ownership of the company and copies of all Annual Meeting minutes and Special Meeting minutes documenting all major company decisions. Keep your current Corporate or LLC Minute Book handy at all times for inspection by the IRS, legal professionals and potential investors or buyers of your company.

To maintain corporate and LLC compliance you will also want to familiarize yourself with all the dates that your compliance tasks must be completed. At minimum your company will probably need to file an Annual Report or other required state filing, pay all federal, state and local taxes and schedule and keep minutes of an Annual Meeting each year.

Annual Meetings are typically required under state law and serve several purposes including providing written records of company decisions, keeping stakeholders up-to-date on company happenings to ensure the safety of their investment and preventing potential problems in the future by getting a written agreement now. Some institutions such as government entities and banks even require documented proof that an Annual Meeting was held before they will do business with a company. To that effect, all meetings should be properly documented.

Does compliance still seem complicated? Not to worry. MyNewCompany.com offers ComplianceLock™ – a service designed for your total entity protection. With ComplianceLock you will get email and SMS text message alerts informing you ahead of time of important compliance due dates, you can generate meeting minutes, consents and corporate resolutions with just one click and your company will be consistently monitored throughout the year to avoid any pitfalls or setbacks.

Get instant access to ComplianceLock™ right now and put your company’s compliance on auto-pilot!

Close Your Business Before the End of the Year

December 9th, 2014 by Matt Knee

When you no longer intend to operate your business for any reason, it’s important to file the state paperwork to permanently close your company. If that sounds like a waste of time and money, just think about this: Unless you file the paperwork to properly dissolve it, your inactive company will remain an official business entity with the state and you will still be responsible for annual report payments, filing business tax returns and keeping up with any business license or permit costs.

Of course you don’t want to spend time or money on a business you’re not actively involved in. The good news is, you don’t have to. You can properly close your company and officially end its existence by starting with these steps:

  1. Get approval from all company owners to permanently close the company. For a corporation this may require up to two-thirds of the voting shares or a vote of approval by the Board of Directors if no shares were issued. For an LLC, each state has its own dissolution requirements but generally require a majority of the members’ approval.
  2. Make sure that all taxes, fees and reports are current with the state. Some states even require that you are issued a “Tax Clearance” before a dissolution can be filed which takes some time.
  3. File your Articles of Dissolution with the state.
  4. Pay any outstanding debts to creditors and settle any claims.
  5. Cancel any permits or business licenses and notify all local, state and federal authorities that the business is closing.
  6. Distribute assets to the company owners.

As the end of the year approaches, there is no better time to file Articles of Dissolution for a defunct company. The last thing you want after going out of business is to find yourself involved in a messy tax situation from the previous year or still responsible for annual or renewal fees.

We can help you with your state dissolution paperwork and provide a checklist of post-dissolution tasks so you don’t miss a thing. Need to get working on closing your business immediately? Click here.