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    FreedMike - None sucked harder than the Mustang II…which, of course, was meaningless because the thing sold. This is a good post. Counters I sel like. They were relieved to get rid of it. Do fill the form if that interests you. How Much House Can I Afford?




    An often overlooked aspect of filing a certificate of incorporation is determining how many shares of authorized stock should the new corporation authorize at incorporation. Thus, the organization and capitalization of your startup is important from the outset, and this all begins with how many shares of authorized stock your startup authorizes. And vanity does play a part…sometimes. I will then use that money to purchase a franchise. I was told I can roll the money into shares of my corporation.

    The question I have is this. When filing with the Texas SOS I need to give them the authorized number of shares and if it will be par value or no par value. Please let know how the process is working out for you. I have two companies in mind that I have researched through the BBB. Any info that you can provide will be helpful. Carlton What is the maximum number of shares a new corporation can be authorized for in the charter or if there is a limit or not, in the state of Texas?.

    I filed my C Corporation today. Yet the charter is important because it creates the entity that will hold the IP […] I am trying to register a new company that I will soley own and run. I am registering the company in utah and the registration for the corporation does not ask for the value of the shares. Is the value information something I should attach as an addendum and is there anything else you recommend I add?

    I am trying to register a new company that I will soley own and run. I'm not familiar with Utah corporations. My suggestion should i sell my company stock options be to call the secretary of state. They usually have good people who will answer questions like that. I would be surprised if they didn't want to know whether your shares have par value or not, however.

    I have tried looking everywhere, but it seems I can find any information on how many membership units i should authorize. Would it be the same as you have posted here for stock? We will be getting angel investment, not a lot, but some. And we are sure they are going to ask for some units in return. I prefer to incorporate as a corporation, but the requirements for a board is too much right now, we just don't know the people who would actually commit.

    Any help would be appreciated. Neither Texas or DE require you to authorize a specific number of units when filing. Most of the "additional membership units" issues tend to be tackled in the company agreement. I don't think the difficulty of having a board should prevent you from being a corporation. You'll still have management issues with the LLC. I incorporated in PA and there was never an area to designate shares of stock for reserved shares or any designation of shares for that matter.

    When is this step accomplished? Is this something that is handled in a business agreement, not in the incorporating process? We have a company that we set up in a business that requires a license. We have got the license now wish to bring in investors. In this sense, it seems you are talking about the total common stocks to be able to issue. Sissi — They are all common shares. The company will authorize additional shares for the preferred at the financing via an amended and restated certificate of incorporation.

    Also, additional common will likely be authorized at that time to allow for the conversion of the preferred to common, among other things. Jamie — The consideration for your stock can be intangible think IP as well as cash. Ryan, thank you for the feedback. Are there significant legal issues involved by using the same product name as the other two, even though they are already competing against each other my product will be sold in a different market?

    I am trying to start up my own company. Would I just leave them aside for employees and then issue them to the investors as needed. Provided you would have the requisite votes, you can amend the charter to authorize additional shares both in total amount and different classes. Do they take their entire share from the founders pool, or from the total pool making the options pool shrink? At funding, the corporation's charter is amended to allow for the funder's preferred stock.

    The common will be increased so that there is enough common in the event the preferred wish to convert back to common. It will depend on how much hiring the startup needs and of course how much the funders can stick into the pre-money shares. Thanks for your useful insights. I believe you would be foregoing the ability to use the 'assumed par value' calculation for franchise tax purposes which is something you would not want to do. This works because the plant revenues and tax situation justifies it.

    You might, for instance, give equity to pay for the operating licence and get debt finance for the rest. I have played around with the Franchise Tax Estimator and it seems safe enough using the Assumed Par Value Capital Method, I just want to be sure I wont create some monstrous future tax liability. We will almost should i sell my company stock options need several rounds of equity financing. We may not have revenue for a few years.

    If it helps, we are developing a completely new renewable energy generation technology it wont be cheap. I am a total novice, and yes we have seed money to hire a great law-firm want an RFP? We are in Oregon, so that probably wouldn't work. I want to get incorporated on my own,BEFORE hiring the pros, partly a matter of pride, but also will just look better Ryan, I need advise. I have an LLC, that is member managed. Thanks Dude, this is a question of valuation. How much is any company worth? Depends on what the market will pay, usually guided by an evaluation of prospects and management and similarly situated companies and discounted cash flow.

    Ryan, I need advise. Thanks If you're considering incorporating in Delaware, check out the DoS tax calculator. If you're considering incorporating in Delaware, check out the DoS tax calculator. I incorporated some time ago because I needed to for certain reasons. Can I still turn around and Authorize more shares so I can now sell them to investors? Do I have to do that legally and change it on my corporation papers?

    How much can I authorize and at what price could I sell and how much do I keep for myself in order not to lose control. Check your certificate of incorporation. If you need to authorize more, an amendment to the certificate of incorporation will be needed. Delaware law also allows for amendments to the par value in the certificate of incorporation, though I cannot say whether there are any tax or accounting issues that arise on account of this.

    You can authorize as many shares as you want if there is a limit I am not aware of it, but of course authorizing a trillion shares would be absurd. As for control, do the math. Where can I find data that would provide me with a place to start as I consider offering stock and options for key personnel? For my venture to succeed I'll need to surround myself with quality people and providing a share of the pie seems to be the advice I've been receiving lately.

    Can it be tied to performance guarantees? Will all stock be lost if they do not perform or last in their position due to their own efforts or lack thereof? Research qualified stock option plans. Also understand restricted stock and vesting. But you can structure it as you like. Investors usually invest in preferred stock, which gives them a preference on liquidation and various control and management rights. I am new to the idea of incorporating.

    I am a Mech Eng looking for funding and I am either as dumb as a stump or someone has just turned on should i sell my company stock options light switch. My advice is not to go down that road, meaning don't even have "valuation" discussions with accredited investors. Instead offer an extremely investor centric private placement memorandum or term sheet.

    My business partners and I, are on the verge of being incorporated. I am trying to decide on how to incorporate as a LLC or a S-corp. My question is how do you find the investors to give you the capital to grow with stock that they will buy. Or how do you sell the members ships into a LLC and where do you sell them. Is there someway to offer them on a website. I have refrained from incorporated due to not knowing where to sell the stock. Is there someplace or somebody that i can raise capital by selling stock to.

    I want to open up a very small private employement agency. I will need a certificate of incorporation to file an aplication for the private employment agency. I will be the only one working for my company and I do not know how many shares should i authorized. I do not even care about how many there will be authorizerd, I just want to full fill the state requirements. I am a first time entrepreneur and just founded my first start-up. I need to incent them fairly without losing control of company or assets, but will also want to attract future talent.

    We will be transitioning active projects and proposal pipeline with associated AP and AR with parent company blessing. They are keeping tax ID and associated NOLs. Our cash flow forecast is very promising. When I issue equity to the investing parties I want to make sure I cover myself where I am protected in terms of ownership and for the future. I have a few quick questions regarding issuing equity and wanted If I could get your opinion? How much shall I issue to the founders like myself and the initial directors without paying to much franchise tax to Delaware?

    I find the information very valuable. I have an IT launch offering another option to ebay, Amazon, ect. How does Regulation D exempt offerings fit into all of this when selling shares of a C corp for startup capital? Should i sell my company stock options will have a Nevada C Corp completed shortly and do not want a security violation in the selling of shares to an investor.

    Do you have any input or a link addressing this issue, or is it an issue? Do you know what filings I would have to do to sell shares to private accredited and non-accredited individuals? I find our article on convertible debt very helpful as I can move forward with the promissory note using the convertible debt method to raise capital while the Nevada C Corp is finished. I was seeking investors through partners. We have found one investor almost signing on he dotted lines.

    Thanks to him, we are in business. I have been trying to get investors for three years… and am financially strapped now. I just recently found that my girlfriend is terminally ill with cancer. Just found out two days ago. Medical bills will start coming, we have no money. How do i cash-out on this deal? Ryan do you know what percentage a corporation should allocate for the employee stock options pool?

    I am about to incorporate my startup. Is this a good deal, and how many shares should I give this person? Just a quick question. She brings none of the expertise and will not run it on a daily basis. Is it true that she must have a certain percent ownership of the company per law or can we suggest any percentage we want to her? Also how many shares should me and my partner keep each. Jimmy, you seem to be going at this backwards.

    You need to determine how much your company is worth. Note that for tax and some documentation issues, some institutional investors and VC funds will shy away from investing in LLCs. Typically companies will raise a smaller amount, spend it to good effect developing products, hiring good people, getting customers and market and branding and then, with a higher pre-money valuation, go to the market looking for more capital.

    Now I realize my mistake — is there an easy way to correct that? I want to contribute cash and intellectual property IP. I understood from you that it is possible to contribute the IP to the company in exchange for shares. The difficulty I have is, I do not know how best to value the IP library of consulting and training courses that I built over the past decade from personal research, work and projects as individual. At the same time, I do not want to put it so high that, I tax implications exercising stock options private company to pay high franchise tax or I will have trouble with IRS on valuation that will result in tax liability.

    I have no idea what fair market value for the IP and no once can say for sure and the IRS might have different opinion. What is the max value I can assign to the IP without incurring tax liability? What is the best capital value I should issue? How many share and at what par value? What is the best combination of IP and cash contribution? I could see in a year we could open up for another round of investing for bigger money. I hope this makes sense. Will the subsidiaries company or DBAs will have the same EIN number as the parent holding corporation or will each subsidiaries or DBA will have their own EIN number?

    I am planning on raising capital on my own to establish equity in my corporation. The shares that get allocated when one forms a Delaware C Corp. How do the shares get generated? How do you keep a tab on who owns what number? First of all I have to mention that I seek venture capital. Is that a good idea to build the above mentioned structure as follows:. Is it possible to issue and authorize some additional number of shares if needed in case the should i sell my company stock options issue is Par Value?

    Your email address will not be published. How Many Shares of Authorized Stock Should a Startup Company have at Incorporation? What Legal Form to Choose for your Startup? How to Incorporate in the U. Leave a Reply Cancel reply. Accelerator Investments Should Be Convertible. Subscribe to receive updates from Startup Lawyer and follow on social media:.

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    Stock options are one benefit that many employers offer. Learn whether or not you should take advantage of stock options, and what to do with them.
    Evaluate my company pension payout options. When you reach retirement, and if your company provides a pension program, you will be offered a number of payout options.
    Mar 07, 2014  · March 7th, 2014 at am; I worked for Carmax for a summer about 10 years ago, the criteria for a Carmax lot car is less than 5 years old and less than.

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