With fall just around the corner, it is time to think about your business documentation and make sure you don’t let your business fall through the cracks. Ensuring solid legal documentation for your business and your business decisions doesn’t have to be the chore you think it is. Keep your focus this fall on these three areas, and your business will be safely and accurately documented.
Copyright (c) 2007 Juli Walsh
With fall just around the corner, it is time to think about your business documentation and make sure you don't let your business fall through the cracks. Ensuring solid legal documentation for your business and your business decisions doesn't have to be the chore you think it is.
Keep your focus this fall on these three areas, and your business will be safely and accurately documented:
1. Review your Company Documentation. You should have each of the following:
a. Operating Agreement or Partnership Agreement
b. Articles of Incorporation for INC; Articles of Organization for LLC; Certificate of Limited Partnership for Partnership (filed with the Corporation Commission or Secretary of State, depending on your state requirements
c. A Copy of the Publication of your Company
d. Initial Minutes
e. Company Minute Book
f. Stock Certificates (which have been properly issued)
g. Company Seal
2. Review your Minute Books. Check for each of the following:
a. You should have a set of Annual Minutes for each year you have been in business. If you are missing a year, get those minutes done.
b. Check your schedules of percentage interests or stock holdings. It is common for companies to re-allocate membership interests, but many fail to capture that change in the Schedules or on the Stock Certificates and Ledger. This is crucial. Your books should reflect the most current changes. This includes transfers of membership interests to a Living Trust. (This is one of the most frequently overlooked changes in a Company Minutes Book for small business owners.)
c. If your state requires it, Annual Reports must be filed for each year your company was in business. If you failed to do this, you may be charged a penalty fee. To find out if you need to file, check with your state's Secretary of State or Corporation Commission. They can provide all the information you need.
3. Review Your Monthly Documentation. Do you have Monthly Resolutions for each month of the year? You need to get into the habit of keeping track of all business actions each month. You can keep a running list of items to include in the Annual Meeting at the end of the year (or when due for your company). If you are signed up for a Monthly Resolutions and Annual Minutes service, you will just need to send a list to the provider. Keeping monthly resolutions or some kind of running list of actions can save hours when preparing for your Annual Meeting. It can also ensure that you don't forget or miss any important actions or decisions in your Annual Meeting.
A regular review of these three areas each fall will help you keep your business documentation on track and current. It will save you hours of research and document preparation for your Annual Meeting, and you can relax in the confidence that your business is properly documented and protected.
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