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You are here: Home / Archives for All Documents

Startup Documents

Free forms to provide starting points as you navigate the issues your company will face throughout its life cycle.

Employment Formation Intellectual Property Investor Board of Directors

Investor Questionnaire

All Documents// Investor

The Investor Questionnaire is a confidential form to be completed by a prospective purchaser of unregistered securities including stock, notes, warrants or other securities. The questionnaire solicits information from a prospective investor regarding their financial status, sophistication, residency and suitability to be an investor. The company will rely on the information contained in the questionnaire to make a determination of whether, under state and federal securities laws, the investment by the prospective purchaser may be accepted by the company.

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Investor Questionnaire

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Indemnification Agreements

All Documents// Board of Directors

This sample Manager Indemnification Agreement is made between an LLC and a manager of the LLC. The Agreement provides that the company will indemnify the manager against litigation risks and expenses associated with the manager’s position in the company. The company provides this indemnification to its managers in order to retain and attract the most capable persons available to serve the company.

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Manager Indemnification Agreement

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Stock Ledger

All Documents// Investor

The Stock Ledger is the official record of the stock of the corporation. It lists the names and addresses of the stockholders, the number of shares owned, the certificate numbers for their stock certificates, and the date the stock was issued. Copies of both sides of each stock certificate issued should be maintained in the Stock Ledger records. If a stock certificate is canceled or transferred, the original certificate for the shares to be cancelled or transferred should be returned to the company before new certificates are issued and the transaction should be recorded in the Stock Ledger and kept as part of the company’s books and records. Your company or your attorney would maintain the official Stock Ledger.

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Stock Ledger

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Common Stock Certificate

All Documents// Investor

The Common Stock Certificate certifies ownership of common stock in the corporation. The certificate is signed by the Secretary and CEO or President and sets out the company’s name and the shareholder’s name, the number of shares received by the shareholder, the number of available shares, and the par value of each share.

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Common Stock Certificate

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Bylaws

All Documents// Formation

Bylaws outline the rules of conduct for your organization. They generally provide for meetings, elections of a board of directors and officers, filling vacancies, notices, types and duties of officers, committees, assessments and other routine conduct.

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Bylaws (Florida Corporation)
Bylaws organize the management and set forth the rules and responsibilities governing the corporation. They provide for meetings of stockholders and directors, authority of the board of directors and officers, committees, stock, and legal matters such as indemnification.

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Bylaws (Georgia Corporation)
Bylaws organize the management and set forth the rules and responsibilities governing the corporation. They provide for meetings, authority of the board of directors and officers, committees, stock, and legal matters such as indemnification.

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Bylaws (Delaware)
Bylaws organize the management and set forth the rules and responsibilities governing the corporation. They provide for meetings of stockholders and directors, authority of the board of directors and officers, committees, stock, and legal matters such as governing law and indemnification.

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Articles of Organization

All Documents// Formation

Similar to the Articles of Incorporation, articles of organization outlines the initial statements required to form a limited liability company (LLC) at the state level, and is required to set up an LLC in many U.S. states.

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Articles of Organization (Florida Limited Liability Company)
The Articles of Organization is filed with the Florida Secretary of State to establish a Florida LLC. The Articles of Organization includes general information about the LLC, such as the members or management, office, and registered agent.

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Articles of Organization (Georgia Limited Liability Company)
The Articles of Organization is filed with the Georgia Secretary of State to establish a Georgia LLC. The Articles of Organization includes general information about the LLC, such as the organizer, members or management, office, and registered agent.

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Certificate of Formation (Delaware Limited Liability Company)
The Certificate of Formation is filed with Delaware Division of Corporations to establish a Delaware LLC. The Certificate of Formation includes general information about the LLC, such as the name, office, and registered agent.

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Articles of Incorporation

All Documents// Formation

Articles of Incorporation (or Certificate of Incorporation) includes the corporation’s name, type of structure (e.g. for-profit, nonprofit, or professional corporation), the registered agent, the number of authorized shares, the effective date, the duration (perpetual by default), and the incorporators’ names and signatures.

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Articles of Incorporation (Florida Corporation)
The Articles of Incorporation is filed with the Florida Secretary of State to establish a Florida corporation. The Articles of Incorporation includes general information about the corporation, such as the name, registered agent, board of directors, and capital stock.

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Articles of Incorporation (Georgia Corporation)
The Articles of Incorporation is filed with the Georgia Secretary of State to establish a Georgia corporation. The Articles of Incorporation includes general information about the corporation, such as the name, registered agent, board of directors, and capital stock.

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Certificate of Incorporation (Delaware Corporation)
The Certificate of Incorporation is filed with the Delaware Division of Corporations to establish a Delaware corporation. The Certificate of Incorporation includes general information about the corporation, such as the name, registered agent, board of directors, capital stock, stockholder meetings, and limitation of liability.

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