About Corporations

Companies planning to go public one day will typically form general corporations. In these blogs, we explain all you need to know.

How to Fix Business Mistakes in a Delaware Corporation By Brett Melson Tuesday, July 7, 2020 how to fix business mistakes in a delaware corporationDrafting corporate resolutions, recording meeting minutes and tracking stock available for issuance is sometimes seen as a distraction from the company’s primary focus of pursuing its business plan and achieving its goals... Read More
Non-Profit Corporation vs Public Benefit Corporation By Rick Bell Tuesday, June 30, 2020 non-profit vs benefit corpUnlike a non-profit company, a PBC may be first and foremost engaged in a profitable enterprise of a very different nature from its mission, such as making food products, engaging in real estate investments or any other for-profit enterprise... Read More
Delaware Corporation Directors Cannot Be Undisclosed By Rick Bell Tuesday, June 16, 2020 can board of directors be anonymousOn the Delaware Annual Franchise Tax Report, all corporations must list their Company Name; Company Address; Names & Addresses of all Directors; Name & Address of one Officer... Read More
Adding and Removing Directors on a Board By Brett Melson Monday, April 27, 2020 In short, and as discussed here, Delaware’s General Corporation Law provides that shareholders are ultimately responsible for appointment and removal of Directors, with the mechanics and processes relating to the vote, removal, and replacement ordinarily set forth in the corporation’s bylaws... Read More
What Does a Corporate Secretary Do? By HBS Tuesday, April 21, 2020 what is a corporate secretaryMany people think a Corporate Secretary’s role is merely to take and record meeting minutes. While doing so is, indeed, one of the Corporate Secretary’s responsibilities, it is nowhere near the entirety of this pivotal role... Read More
How to Run a Shareholder Meeting By Jeremy Reed Tuesday, April 7, 2020 how to run a shareholder meetingDelaware law requires every corporation to hold an annual shareholders meeting at least once every 13 months. Generally, the date of the annual meeting is contained in the bylaws of the corporation. A meeting must be held, regardless of the number of shareholders in the corporation... Read More
Delaware Blank Check Preferred Stock By Rick Bell Tuesday, January 21, 2020 delaware blank check preferred stockEvery Delaware General Corporation must have one class of common stock, but it can also have a second class of stock (or more) with customized terms for the different classes. The most popular second class of stock is called preferred stock because it can contain terms, negotiated between the Board of Directors and the recipient, that are preferred over the rights of common stockholders... Read More
How to Remove an Officer in a Delaware Corporation By Brett Melson Monday, January 20, 2020 officersThe steps to remove an officer are fairly straightforward. First, you want to review your Certificate of Incorporation and bylaws. Any process that addresses removing officers is likely included in the bylaws. Second, you will also need to review the officer’s employment agreement, the terms of any equity incentive grants (e.g., options, warrants, etc.), and any other agreements with or relating to the officer’s employment or duties to determine whether any notice, timing, cash-out, or acceleration provisions, among others, may affect the process... Read More
Certificate of Incorporation: Delaware By Devin Scott Monday, January 6, 2020 Certificiate of Incorporation DelawareOne of the many benefits of forming a Delaware corporation is that the Directors’ names are not required to be listed on the Certificate of Incorporation... Read More
Owning Stock and Being a Shareholder in a Corporation By Brett Melson Monday, December 16, 2019 what does it mean to be a shareholder in a corporationA shareholder is an individual or entity that holds shares representing an equity ownership interest in a corporation, often termed either common or preferred stock. A shareholder can also be referred to interchangeably as a stockholder... Read More