Corporation & S Corporation Services
Liability Protection
Indemnification Agreement
This is a strongly recommended agreement that every single business needs and here’s why. When you incorporate, you are protected from personal liability (provided you follow all corporate formalities) as the owner of the company. Shareholders are protected from liability by statute but directors and officers are not. With the indemnification agreement if a director or officer is found liable for a decision made in the regular course of business, the corporation will pay for any court costs and judgments the officer or director incurs in defending a lawsuit or action.
You will also need
EIN (FEIN, Tax ID, Federal Tax ID, Employer Identification Number)
County Recording
Tax Related
Business Registration
You will need to file a business registration in two instances: if you have employees or if you need a sales tax (or reseller’s) number. AMC Legal can prepare and file this for you. (This will first be sent to you for your review and signature before it is filed).
If you will have employees (even if you employ yourself)
Business Registration
Report to Determine Liability for Unemployment
New Hire Reporting Forms
DBA (Doing Business As, Assumed Name, Fictitious Name)
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Many people can be confused by this since, if you were a sole proprietor, you probably registered a DBA with the county. After you incorporate, the DBA is something different. After you incorporate, a DBA is required if you want to use any name different than your legal name, even if you leave the Inc. off your name, you will need to register a DBA.
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For example, if your corporation is called ABC Inc. and you want to use the name ABC you will need to register a DBA. Also, in the same example, if you want to use the name AB you will also need a DBA.
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AMC Legal can file your DBA with the Illinois Secretary of State. The filing fee changes every year. The DBA will also need to be renewed in every year that is divisible by 5, i.e. in 2015, 2020 etc. AMC Legal can renew the DBA as well.
Corporate Counsel Club
Silver Service $90
Registered Agent Service $150
Agreement
Custom Agreements
Shareholder’s Agreement
- What if a Shareholder wants to sell his stock?
- What happens to the stock when a Shareholder dies?
- What happens in one Shareholder stops participating in the business?
- When will dividends be distributed?
- What happens to intellectual property created by a Shareholder for the business?
- What if a Shareholder leaves to compete with the company?
- What if my partner wants to add more Shareholders but I don’t?
- What if I want to close the business?
Indemnification Agreement
Employment Agreement
Independent Contractor Agreement
Stock Purchase Agreement
Stock Option Agreement
Lenders Agreement & Promissory Note
You can lend money to your corporation and get paid back as if you are a creditor. There are many advantages to getting money into your corporation in this way. First, a direct capital contribution is paid into your corporation and you will not get it back. It is meant to be used by the corporation and to be a corporate asset. If you lend money to your business then it puts you in the shoes of a creditor. You lend the money to your business, with a lender’s agreement and promissory note, then the business will pay you back with interest. This way you can get your money back from the corporation once it is making a profit without paying income taxes on the income, since it is a repayment of a debt.
Changes to Your Corp
Change Name
Change Purpose
Change Registered Agent
Change Provisions
Change Shareholder
Change Directors
Change Officers
Dissolution
If you have decided to close your business you must first wind up any business you have pending. Once your business is wound up you can then file the dissolution paperwork with the State. AMC Legal can do this for you. If you do not owe any money to anyone, AMC Legal can prepare the notices, minutes and resolutions for you and, once signed, can file the paperwork with the State. If you do owe creditors, AMC will also prepare a notice to creditors letter for you to send to notify any and all creditors. It will be your responsibility to send the letter to your creditors. The documents must be signed and faxed or mailed back before the paperwork can be filed with the State.