Incorporation · Startups

Newly Incorporated -- Now What?

Ahren Alexander CEO + Product Engineer at Audiovert, Inc.

August 9th, 2015

This past week my startup was incorporated in the state of Illinois through the secretary of state's website.  The process required very little information other than who I was, where the company will be located, and how many shares to authorize.

Now i'm left here wondering... So how do I go about issuing shares to people?  Is there an official process?  Should I file the founder's agreement with the state?  Does it even have legal merit?  What about appointing directors?  Who decides who is the CEO, me?  

I'm left in a weird state of "I have no idea what I'm doing," and I'd love some insights on how I might be able to set up the infrastructure of my company.  How should I go about it?  Thanks so, so much.

Stephen PMP Project Management Professional

August 9th, 2015

Dude...  Lol!  First off, congrats on starting your own business.  Honestly, I would direct a majority if the shares and any accounting questions and many other incorporating queries to an accountant/CPA.  They are a critical part to your businesses long term success.  Secondarily, you're the boss sir - call yourself whatever you want?  Of you're the one signing checks and making final decisions then you are the chief executive officer, but if you want to entrust someone else to that role then maybe you want to solely operate as a founder with much less engagement.  There are a ton, and I mean a ton of books and free resources to help guide you through every step of this journey.  Look up the Kauffman Foundation, the Small Business Association, might I recommend SCORE by SBA which is a mentoring program they offer, and BusinessUSA.gov.  all of these resources are free and a great easy to understand starting point.  Pay no one except the CPA until you get a road map and or a business plan established for yourself.  And by all means, don't rush into posting on social media just because you have a business.  Your credibility is EVERYTHING.   Good luck!

Juan Zarco Managing Director, Silicon Valley Ventures Growth Partners llp

August 10th, 2015

Having established many corporate entities, I just follow the needed documenttion. There is authorized shares filed with the State. Then issued ones depending on what the Board sells or distributes. So if you have authorized 200 shares, you can issue up to 200. However, one only does so for a fraction. Let's say 50 shares are issued which now represents 100% of shares outstanding.  We can complicate this with stock options, etc. But for now, this is quick. Someone suggests legal counsel, but that attorney should be from whatever state you are establishing operations.

Juan Zarco Managing Director, Silicon Valley Ventures Growth Partners llp

August 9th, 2015

I'll make this quick and dirty for you, AHren.  Orrick.com law firm does have a websigte connected with startup legal info needed for incorporation, etc. I just don't know the link, athough I have seen it at their meetings.  I have done this many times: you need to build a corporate book, an operating agreement/bylaws, minutes of incorporator/shareholders appointing directors/officers, issuing shares (note cannot issue more than authorized), recording that transaction, (note that bylaws will describe address, banking, etc.)  Those egal ldocuments are fairly standard.  I am not sure whether you have a C corp or LLC.  That would matter. And realize that this documentation sets up the workings of the company.

Richard Bullwinkle VP of Products & Marketing at Dictionary.com

August 9th, 2015

- Richard Bullwinkle (650) 906-1500

Anonymous

August 10th, 2015

I use this firm for everything related to incorporating and printing/issuing common shares: http://www.bizfilings.com But, you need the advice of a lawyer regarding your cap table, issued vs. registered shares, etc. -David W. Schropfer AnchorID, Inc. www.AnchorID.com This message may be private, privileged, or confidential. If you receive this message in error, please notify us immediately via reply e-mail.

Burke Franklin

August 10th, 2015

Do you have a business plan? The software we offer, BizPlanBuilder, gives you a 10,000 foot overview as well as the detail from elevator pitch to VC funding and beyond. ("From elevator to exit!" tm) Plus, we have videos explaining every step of the way.  We also offer StockOptions Bulder - a set of Word templates giving you what you need to issue shares to your management team and investors.. . http://www.jian.com

John Lane Vice President, Client Development at [x+1]

August 10th, 2015

You need real legal advice.  Find a good lawyer / firm that is expert at this.  You can try my friend Marek Adamo who is a partner at Paradigm Counsel.  Ping me back for email address if you want.

Juan Zarco Managing Director, Silicon Valley Ventures Growth Partners llp

August 10th, 2015

Look at www.orrick.com/startuptoolkit

David Woodbury CEO @CampNative

August 9th, 2015

This all depends on how you filed. C corp and you have to issue shares and file with the sec. LLC and a simple operating agreement will do. Either way you need to make sure all partners are subject to a vesting schedule (typically 4 years with 1 year cliff). As far as who is CEO depends on who is most qualified of the group. +1 to the idea/visionary. David Founder Edge Media/Rev7/eatiply/CampNative

Ahren Alexander CEO + Product Engineer at Audiovert, Inc.

August 10th, 2015

Thank you everyone for the advice!  This community has been extremely supportive.  Anyone else who stumbles upon this thread feel free to chime in, but I wanted to express my gratitude to those who have commented thus far.  I'm looking into all the options you guys have suggested, and I'm excited to get this all figured out.  Wish me luck!