To register a corporation, you will need to decide on the number of shares and also who will be the registered agent for service of process. Consider what other provisions to include in the Articles of Incorporation (e.g., preemptive rights, stock transfer restrictions, voting rules).2. Register in California.
File the Article of Incorporation
) within the reservation period. This filing of the Article of Incorporation commences the corporation's existence. The Articles must be signed by the incorporator(s) and comply with all applicable legal requirements (name, number of shares, registered agent for service of process, name(s) of incorporator(s)).3. Register in other states.
If the corporation will be conducting business in other states, it will need to register in each such state as a foreign corporation and have a registered agent for service of process.4. Hold the meeting.
After the registration, the corporation should hold an organizational meeting or a written consent of incorporators (or directors, if they were named in the Articles) to adopt Bylaws, elect officers and directors, and make any other decisions to complete the organization of the corporation. 5. Consider a shareholder agreement.
The shareholders may also consider having a shareholder agreement to define the relationship between shareholders, address areas of potential disputes, define the rules of stock valuation, restrict the stock transfer. 6. Observe corporate formalities.
To avoid the "corporate veil piercing," shareholders and the corporation should diligently observe corporate formalities and keep their business matters separate. 7. Hold annual meetings or have a unanimous written consent.
The corporation should also hold annual shareholders' and directors' meetings with all minutes recorded, or have a unanimous written consent in lieu of a formal meeting. 8. Pay the annual $800 FTB tax.
Corporations are required to pay an $800 annual tax to the California franchise tax board.