annual meeting

Business Basics: Annual Meeting for Small Corporations

Corporate meetings aren’t exactly fun; they’re tied to board rooms, suits, and a lot of financial talk. And so smaller corporations – especially those with just a handful of shareholders – often ask whether they really have to hold a meeting every, single year to effectively rubber-stamp the same board of directors and file their annual report. The answer, of course, is yes. Annual shareholder meetings are legally required for private and public corporations, regardless of size. But your annual meeting doesn’t have to be a stodgy affair. In fact, one of the best parts about being a smaller corporation is the extra little bit of freedom you have in how these meetings are run.

Forget the Board Rooms and Offices

You have to set the date of your annual shareholder meeting in your bylaws, but the location is up to you. Plenty of corporations opt for the traditional, formal meeting – everyone gathers in the office, there’s a podium, people wear suits, and everything is very cut and dry. But what if you run your business from home, as nearly half of all small business owners do? Or what if you want your annual meeting to be a bit more enjoyable? There’s absolutely nothing wrong with meeting at a restaurant, or around your kitchen table. In fact, we’ve talked to plenty of CEOs who make their annual meeting a potluck; the few shareholders they have all bring a dish, they sit down, do their formal meeting, and then spend the rest of the day eating and talking. Some states actually do set a minimum for the number of shareholders that must be present, so hosting a more laid-back meeting can help ensure people do come.

Have the agenda laid out and ready to go

The chair can technically “wing” the meeting if they have a good idea as to what needs to be voted on. Normally these meetings are to appoint and/or remove directors, modify corporate bylaws, vote on shareholder initiatives, and approve transactions requiring shareholder approval like mergers or asset sales. But it’s a better idea to list out what, exactly, needs to be brought up so you can keep the formal part of the meeting as quick and easy as possible. Different states may also require different numbers of votes depending on the transaction – sometimes a simple majority is not enough – so planning this out lets you know what numbers you actually need.

Keep your minutes light

You must keep the minutes of your annual meeting, but you do not have to transcribe every, single thing said. Note the date, time, and place of the meeting, take attendance, lay out the agenda, and record votes. If anything new is brought up during the meeting, make sure to note that as well. Otherwise, your minutes can effectively be a quick sketch of your annual meeting. Just make sure, before everyone leaves, you pass around the minutes so everyone can review them. These constitute an official document and it’s important they portray the meeting accurately.

Every corporation must host an annual meeting for its shareholders, but there’s no reason why it has to be this dreaded, boring affair. Corporations, especially those with just a handful of shareholders, have a bit of leeway as to what the meeting will actually look like. Set out the agenda, keep minutes, and vote, but feel free to make this a meeting of friends, as well as a meeting for the shareholders.

Have any questions about corporate governance? Want to form your own corporation but not sure where to start? Click here for a free consultation, or give us a call at 1-877-692-6772 and we will be happy to answer any questions you may have!



Business Basics: What does it mean to qualify as a Foreign Corporation?

In this week’s Business Basics we’re going over what it means to qualify as a foreign corporation. Let’s say you form a corporation or LLC in one state, but you’ll be doing business in another state. This is pretty common for a lot of business owners. All it means is that you may be required to qualify for a foreign qualification. Filing a foreign qualification allows you to legally operate your business in another state other than the state of formation.  (more…)

annual meeting

How Your Business Structure Can Impact Your Business Taxes

There’s nothing simple about starting and owning a business. Choices are everywhere — in business plans, company names, pricing, employees, benefits and office space. But first, in order to register your company with state and federal agencies, you’ll need to choose a business structure, and this choice can have ramifications that are not immediately clear.

A business’s structure is basically the way it’s organized. It answers questions like who’s in charge, how profits will be distributed and whether owners are responsible for debts accrued by the business. The most common IRS-recognized business structures include the following: (more…)


MyCorp FAQs: What are the fastest filing states?

TimeUp next in our MyCorp FAQs series is “What are the fastest states?” It’s a question our customer service department receives on a regular basis. We get it, sometimes entrepreneurs are just very excited to get the ball rolling, and, other times, they find themselves in a desperate time crunch.

Though, like we’ve mentioned before, a lot goes into picking the correct state for the formation of your business, knowing which states file the quickest can help you make an educated, calculated decision. (more…)


MyCorp FAQs: Should I file in a state with no income tax?

This is easily one of the most commonly asked questions we get. Each state has different rules and regulations when it comes to income tax. Most have both, some don’t collect personal income tax, and a few don’t college corporate income tax. And to a new business owner forming a corporation, forming in a state without a corporate income tax might sound awesome! income taxAfter all, who likes paying taxes?

Unfortunately, things aren’t that cut and dry, and there are good reasons why so many business owners opt to stay in the state that they do business.

You can form a corporation in another state



Business Basics: Reinstatements

Reinstatement is what you have to do to get your business out of an inactive or bad standing with the state. And this time of the year, we’re getting tons of requests and questions about reinstatements from people who let their corporation or limited liability company to lapse, but want to get things rolling again before we get too far into 2015.
Reinstatement Luckily, the reinstatement process is pretty straight-forward, though depending on the reason for the lapse, it can get a little pricey.

How does a company become inactive, or get put in bad standing?
There are a few different ways this can happen. But one of the most common reasons behind a bad-standing is simply the business’s owner forgetting to pay their annual fee. (more…)


Business Basics: Privately Held Companies

Welcome to the first ‘Business Basics’ of the year! We are starting 2015 off strong by looking at privately held companies. The structure of privately held business is often misunderstood. People wonder what distinguishes a privately held company from a publicly one, or believe that any business run by a non-government entity constitutes a private company. That isn’t the case, and so to clear up any confusion, we’ve answered some of the more commonly asked questions we get about private companies. Privately Held vs Public Company

What is the difference between a privately held company, and a public one?

A privately held company is also known as a ‘closed company,’ because the ownership of the business is closed. In other words, you can’t just decide to buy a chunk of the business off of the market. (more…)


Business Basics: End of the Year Prep

The end of the year is right around the corner, and every year we hear small business owners panicking about December’s rapidly approaching end, wondering what they have to do to end the year right. Not to worry – ending the year is actually pretty easy, as long as you don’t wait until the last minute to get everything done! So if you haven’t already, start thinking about…
End of Year Prep

Submitting any filings or dissolutions

Some of the most common questions we are asked revolve around the best time to form an LLC or incorporate. And while there are no ironclad answers to those questions, the beginning of the year is normally a good time to send in that paperwork. Deadlines and renewal dates are easier to remember, staying on top of your taxes is simpler, and you can even file your paperwork early and miss the beginning of the year rush if you opt for a delayed filing. (more…)