Updating the corporate minutes

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Whether you have organized your corporation in Delaware, California or any other state, your existence as a corporate entity begins with the filing of your organizational “Certificate of Incorporation” or “Articles of Incorporation” (states differ on what they call this document; Delaware uses “Certificate of Incorporation”).

After this initial document is filed, the company can only act through its Board of Directors, usually initially appointed by the Sole Incorporator.

After forming a corporation, create a corporate minutes book or a corporate records book.

For compliance, the minutes book proves you are holding the required board and shareholder meetings.

Keeping regular Corporate Minutes helps you stay on top of your corporation's record-keeping requirements.

It's not just about staying organized: up-to-date Corporate Minutes help maintain your corporation's limited liability status.But just what exactly is a minute book and why is it so important?Practically speaking, the corporate minute book is a binder that contains the documents and information pertinent to a corporation.Once corporate status has been obtained, keep written minutes.If you ignore the corporation's status and requirements, the Internal Revenue Service or the courts may someday ignore your corporate status too, holding you personally liable for corporation debts.It includes legal documents such as the Articles of Incorporation, the corporation’s by-laws, and, where applicable, the Shareholder’s Agreement.

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