INCORPORATION
California incorporations begin with the selection of the corporate name. The corporate name must not be likely to mislead the public. The corporate name cannot be the same as, or resemble so closely as to lead to deception, the name of an already established domestic or qualified foreign corporation. Once the name is selected, the Articles of Incorporation must be drafted and filed with the Secretary of State. Once the articles are filed, the by-laws must be drafted, and the first meeting of the board of directors must be held. Corporate officers should be selected. An Employer Identification Number (EIN) must be obtained from the IRS. If the corporation is going to be a Subchapter "S" corporation, the election to become a Subchapter "S" corporation should be made at the first meeting of the board of directors. The appropriate form must be filed with the IRS in a timely manner. A Statement of Information must be timely filed with the Secretary of State's office. The corporation should then open a corporate bank account. Stock certificates should be issued to the corporate shareholders.
Corporation Requirements
Director Information:
Minimum Number - Not less than three, unless there are only one or two shareholders of record. Then the number of directors may be less than three but not less than the number of shareholders. Directors are not required to be listed in the articles of incorporation.
Officer Information:
Officers are not required to be listed in the articles of incorporation. There should be a chief executive officer, a corporate secretary, and a chief financial officer. One person can hold more than onf of the officer positions.
Corporate Records:
An original or a copy of bylaws must be kept at the principal executive office or principal business office in the State of California. The minutes of directors' and shareholders' meetings must be kept at the principal office
