ARTICLES OF INCORPORATION
- Standard Paragraphs
- Name of Corporation
- Name and Address of Registered Agent and Office
- Authorized Shares
- Name of Incorporator
- Declaration of Close Corporation (Optional)
- Indemnity of Directors
NEWSPAPER PUBLICATION
ORGANIZATIONAL MINUTES
- Accept Charter
- Set Price of Stock
- Section 1244 Election
- Acceptance of Subscription
- Subscribers, Shares, Purchase Price
- Adopt By-Laws
- Accept Seal
- Elect Officers
- Designate Bank (The bank is left blank to be filled in later if bank not provided at time of placing the order)
- Adopt Certificate
- Set Fiscal Year (January 1 to December 31)
- Authorization to Pay Organization Expenses
- Ratification of the Acts of the Incorporator and Attorney
STOCK SUBSCRIPTION AND INVESTMENT LETTER
- Representation That Stocks Are Being Purchased for Investment Purposes
- Statement That Stocks Will Not Be Registered under the Securities Act
- Agreement to Restrictions on Transfer
- Subscribers, Shares, Purchase Price
- Acceptance by Corporation
OTHER MINUTE FORMS
- Subchapter S Election Minutes (Form 2553 required by the IRS is not included)
- Medical Reimbursement Plan
- Promissory Note to Shareholder and Companion Resolution
- Bill of Sale from Shareholder to Corporation and Companion Resolution
- “Emergency Director” Resolution
- Form of Unanimous Resolution of Board of Directors
- Form of Certified Resolution
- Form of Annual Shareholders Resolution
- Form of Annual Board of Directors Resolution
BY-LAWS
- Table of Contents
- Standard Georgia By-Laws Laser Printed With Name of Corporation Filled In
CORPORATE KIT
- Slip Box & Binder – Black 1.5″ Binder with Corporate Name on the Spine
- Divider Tabs – Ten (Artices of Incorporation, Organizational Minutes, Tax ID Numbers, IRS Form 2553, Forms, Bylaws, Minutes, Annual Registration, Stock Certificates and Stock Transfer Ledger and Other Records)
- Share Certificates – 1 specimen and 20 numbered green certificates, with shareholders’ names preprinted. Share certificates are signed by President and Secretary unless specified otherwise
- Cancellation Sheets – 20 certificate cancellation sheets
- Stock Transfer Ledger Booklet
- Corporate Seal – 1 5/8 ” diameter with year of incorporation included at no extra charge. (A 2″ diameter seal is required for corporate names exceeding 40 characters – extra charge)
- Pouch For Corporate Seal
MEMORANDUM TOPICS
- New Corporation Start-Up Checklist
- Obtaining a Federal Tax ID Number
- Sub-Chapter S Qualification
- Opening a Bank Account
- Obtaining a State Tax ID Number
- Obtaining a Department of Labor (Unemployment) Tax ID Number
- Obtaining a Sales Tax ID Number
- Conducting Organizational Meeting
- City and County Business Licenses
- City and County Real and Personal Property Taxes
- Independent Contractor vs. Employee Status
- Worker’s Compensation Insurance
- I.N.S. Form I-9
- Federal Payroll Taxes
- Georgia Payroll Taxes
- State Unemployment Taxes
- Georgia Sales and Use Tax
- Annual Return to Secretary of State
- Federal Income Tax Returns
- Georgia Income Tax Returns
- Doing Business Out of State
- Trade Name Registration
- Trademark Registration
- Georgia Business Outreach Services (Small Business Development Centers)
- Amortization of Organizational Expenses
- Sales of Securities
- Issuing Additional Shares and Transfer of Shares by Shareholders
- Annual Minutes Requirements
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