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The Most Valuable Business Legal Forms You'll Ever Need

Overview

This book provides useful documentation relating to the specific structure, management, and day-to-day operation of the a business.

More than fifty valuable documents form the basis for this title. This new edition includes blank, tear-out forms making this title even more user friendly than in prior editions.

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2001 Paperback Good Connecting readers with great books since 1972. Used books may not include companion materials, some shelf wear, may contain highlighting/notes, and may not ... include cd-rom or access codes. Customer service is our top priority! Read more Show Less

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Overview

This book provides useful documentation relating to the specific structure, management, and day-to-day operation of the a business.

More than fifty valuable documents form the basis for this title. This new edition includes blank, tear-out forms making this title even more user friendly than in prior editions.

Read More Show Less

Product Details

  • ISBN-13: 9781572481671
  • Publisher: Sourcebooks, Incorporated
  • Publication date: 10/28/2001
  • Series: Legal Survival Guides Series
  • Edition description: 3RD
  • Edition number: 3
  • Pages: 184
  • Product dimensions: 8.50 (w) x 11.00 (h) x 0.56 (d)

Meet the Author

James C. Ray received his law degree from the Duke Law School, and a Master of Architecture degree from North Carolina State University. He is a member of the bar in North Carolina and Georgia, and is a certified mediator by the North Carolina Administractive Office of the Courts and the North Carolina Industrial Commission.
Mr. Ray resides in Raleigh, North Carolina, where he is a member of the faculty of the Legal AssistantsÂ’ Program at Meredith College. He also is a visiting lecturer

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Table of Contents

Using Self-Help Law Books vii
Introduction xi
Purpose of This Book
Organization of This Book
How to Use the Forms
Chapter 1 Understanding Corporation and Business Basics 1
Reasons to Have Corporations
Alternatives to Corporations
Choosing to Do Business as a Corporation
Chapter 2 Getting Started 9
Location of the Corporation
Business Corporation Statutes
Corporate Names
Articles of Incorporation
Organization
Issuing Share Certificates
Corporate Kits
Chapter 3 Corporate Decision-Making 25
Collective Decisions and Proof of Authority
Formal Minutes
Minute Books--The Corporate Memory
Chapter 4 Board of Directors 41
The Place of the Directors in the Corporation
The Size of the Board of Directors
Electing Directors
Resignation, Removal, and Replacement of Directors
Committees of the Board of Directors
Chapter 5 Directors' Meetings 55
Meeting Frequency
Who Attends Meetings
Who May Attend Meetings
Notice of Directors' Meetings
Keeping Records
Chapter 6 Shareholders 65
The Place of the Shareholder in the Corporation
Creating Shareholders
Buying and Selling Shares of Stock
Stock Transfer Ledger
Agreements among Shareholders
Creating a New Class of Shares
Certification of Shares by Secretary
Lost or Destroyed Stock Certificates
Chapter 7 Shareholders' Relationships and Meetings 93
Living with Shareholders
When to Have Shareholders' Meetings
Planning and Conducting Meetings
Voting
Keeping Records
Chapter 8 Dividends 119
Accounting Issues--Money for the Dividend
The Role of Directors in Declaring Dividends
Chapter 9 Officers 125
Number of Officers
Duties of Officers
Appointment and Termination of Officers
Chapter 10 Employees, Independent Contractors, and Agents 135
Employee versus Independent Contractor
Employee Pay
Independent Contract Consultants
Employee Benefits
Noncompetition and Nondisclosure Agreements
Powers of Attorney
Agents for Service of Process
Chapter 11 Protecting the Officers and Directors from Liability 149
Avoiding and Compensating for Liability
Indemnification of Officers and Directors
Insurance
Conflicts of Interest
Chapter 12 Amending Bylaws and Articles of Incorporation 157
Amending Bylaws
Amending Articles of Incorporation
Chapter 13 Changing the Corporate Name 161
Adopting a Corporate Alias
Changing the Corporation's Name in the Articles of Incorporation
Name Changes and Stock Certificates
Chapter 14 Doing Business in Another State 167
Other Business Requirements
Chapter 15 Mergers 173
Statutory Methods for Merging Corporations
Corporations of Different States
Merger of a Subsidiary Corporation into Its Parent
Merger of Corporations with Different Owners
Unavoidable Complexities
Chapter 16 Other Methods of Acquiring a Business 185
Share Exchange
Stock Transactions
Asset Transactions
Chapter 17 Financial Transactions 191
Borrowing Money
Loaning Money
Buying and Selling Real Estate
Leasing Real Estate
Selling and Purchasing Equipment
Leasing Equipment
Assignment of Assets from Shareholder
Certificate of Documents
Chapter 18 Dissolution 201
Effects of Dissolution
Dissolution before Shares Are Issued
Dissolution after Shares Are Issued
Filing Articles of Dissolution
Liquidation
Appendix A Directory of State Corporate Statutes 207
Appendix B Website Directory of State Corporate Statutes 211
Appendix C Blank Forms 213
Index 289
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