Posted by Terry (Houston) on January 24, 2001 at 19:40:33:
his course on corporations and making a bullet proof one is great.
At Office Max or Office Depo there is a program called Corporated Secretary
It has a ton of resolutions in there that you just fill in the blanks and there it is. It lets you ammend them as well.
Best of Luck
Terry
Corporation meeting and resolution question - Posted by Tim Jensen
Posted by Tim Jensen on January 24, 2001 at 11:26:02:
Hi All,
I have a couple questions I need ananswered
1)If I plan on buying a property in my corporations name, do I need to call an official meeting of the directors or will a simple resolution work here? Or do I need to have the meeting and write up the resolution?
Also, besides having a anuual meeting of directors do I need to hold regular meetings of directors even though there is no real business to discuss? IE do I need a regular meeting every quarter, even though my by-laws do require it? I figure that from time to time I will need to hold meetings for purchasing property, offering medical coverage etc.
Finally, if I decide to buy a property and need to hold a directors meeting to do it is that meeting a regular directors meeting or a special meeting?
THanks again!!
Tim
Re: Corporation meeting and resolution question - Posted by Brent_IL
Posted by Brent_IL on January 24, 2001 at 19:44:04:
One thing I’ve learned is that one can do almost anything you want with a corporation, as long as it is properly documented before you do it. People get into trouble with the various regulators by trying to creatively reconstruct a past sequence of events after the events have occurred.
I would amend the bylaws. Read the appropriate parts into the minutes of the meeting so there is a copy on record (overlooked often). Think about an LLC; no annual reporting.
A helpful link - Posted by Brad
Posted by Brad on January 24, 2001 at 16:40:09:
Your post got me thinking about doing my new corporation’s first meeting so I did a little searching & found this site:
http://www.alllaw.com/forms/Business/Corporation/
Don’t know how legal they are though.
Resolutions & Meetings - Posted by Bronchick
Posted by Bronchick on January 24, 2001 at 13:40:27:
By your questions, I assume you used a “cheapie” service to incorporate your business. That is fine, but they don’t tell you what to do from there.
A corporation must have one annual meeting of the directors and a meeting of the shareholders. A resolution is required for each property purchased, unless your company is in the business of buying and selling properties (as stated in your articles of incorporation and by laws); in that case, the purchase or sale of real property is in the ordinary course of business, which does not require a resolution.
A resolution is a decision made by the corporation’s board of directors at a duly called meeting. You can just do a written resolution in lieu of a meeting if the decision is unanimous and such a resolution is permitted in the by laws.
A
Re: Corporation meeting and resolution question - Posted by Rob FL
Posted by Rob FL on January 24, 2001 at 11:37:44:
I’m certainly no lawyer or accountant, but this is the way I do it.
I did a resolution saying that myself as President have the authority to sign contracts, debt instruments, etc. involving real property and other matters so long as they aren’t over a certain dollar amount (like 100k) in any given transaction. Otherwise I would have to hold a directors meeting almost every day for the offers I make. It’s much simpler that way.
I do an annual meeting once a year and special meetings whenever circumstances dictate (which isn’t that often).
One last question - Posted by Tim Jensen
Posted by Tim Jensen on January 24, 2001 at 14:00:34:
Bill,
Can I admend my by-laws and add the provision that states that our corporation can have a written resolution in lue of a meeting?
THanks,
Tim
Thank You for your help! - Posted by Tim Jensen
Posted by Tim Jensen on January 24, 2001 at 13:58:48:
