Top 10 Legal Issues Facing Entrepreneurs in Pennsylvania

Topic 2: Steps in Forming a Business Corporation

• Create a Business Plan
• Perform Due Diligence
• Seek out a competent attorney
• Seek out a competent tax advisor
• Decide on a Corporate Name
• Decide on names of Shareholders
• Decide How Company will be Capitalized
• Perform Name Search to ensure that the Corporate Name is available and does not infringe upon any trademark laws
• Reserve internet website
• File Articles of Incorporation
• File Docketing Statement
• Advertise Incorporation in one (1) county newspaper of general circulation and one (1) legal journal
• Apply for EIN number
• Order Corporate Kit
• Prepare and File Federal S Corporation Election, if applicable
• Prepare Bylaws
• Prepare Shareholders Agreement
• Prepare Subscription Agreements
• Prepare Consent of Incorporator and Unanimous Consent of Directors in Lieu of Organization Meeting
• Prepare Share Certificates
• Prepare Minute Book with the following documents, as applicable:
  • Original Articles of Incorporation
  • Copy of Docketing Statement
  • Proxy of Incorporator
  • Proof of Publication of Notice of Incorporation
  • Original Consent of Incorporator
  • Bylaws
  • Unanimous Consent of Board of Directors
  • Additional Corporate Resolutions, as applicable
  • Filed I.R.S. Form SS-4 (Application for Employer ID Number)
  • Shareholders Agreement
  • Stock Certificates
  • Stock ledger
  • Deliver share certificates to shareholders.

Topic 3: How to Avoid Personal Liability ›