Question on Selling Inc Shares. . .

Discussion in 'Legal Issues' started by locals, Sep 5, 2008.

  1. #1
    i am finally about to become Incorporated . . .
    I understand i get to choose as many Shares as i want my company to have

    so if i choose to have 650,000 shares . . . but i dont wanna sell them off yet because they are not worth that much yet can i CHOOSE NOT TO SELL my shares or right when i get them are they 1st come 1 serve ???

    also i just want shares but i dont know what type i need considering there are all these different types . . . i just want to remain MAJORITY SHARE HOLDER i dont really care what type of shares they are so if any of you have an opinion on the matter which are "average/normal" shares that would be helpful THANKS !
     
    locals, Sep 5, 2008 IP
  2. MelogKnaj

    MelogKnaj Guest

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    #2
    To be honest you need a real lawyer. If your company is big enough to sell shares that people would actually buy you should have the $ for a lawyer (not getting that impression from the grammar in your post though). How shares are auctioned off is a complex process, it's not just first come first served. Get real council if you do actually intend to sell shares now, if your not sure if you want to sell shares now take that hurdle when it comes.
     
    MelogKnaj, Sep 5, 2008 IP
  3. browntwn

    browntwn Illustrious Member

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    #3
    Shares are usually issued and one does not need to issue all of the shares of a corporation, in fact, most do not. Most will issue some shares to the persons who run the company and hold the rest to issue later, either in exchange for services or to raise capital for the company.

    Also, you can set up different classes of shares with some classes having voting power while others may not.

    I would suggest having a lawyer help you. Online forums are not the place to get legal advice.
     
    browntwn, Sep 5, 2008 IP
  4. locals

    locals Well-Known Member

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    #4
    I appreciate both of your guys advice as i knew posting on the forum was not the brightest idea for legal advice ecspecially dealing with MY business i just was looking for an answer on where to get started . . . and now i see that working with an attorney is the way to go . . . THANKS AGAIN for the advice . . .

    P.S. I forgot this was grammar school . . .
     
    locals, Sep 5, 2008 IP
  5. jigordon

    jigordon Peon

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    #5
    Locals:

    Yes, the best idea is to talk with a business lawyer about how you want this structured. Normally, this type of detail goes into the Articles of Incorporation - so changing it later is just a pain in the butt.

    But the really-really basics are:

    1. Share "classes". Many organizations have more than one share class. This is to prevent exactly what you're talking about in terms of ownership. So, sometimes you'll hear someone talk about "voting shares" versus "non-voting shares" ... or "preferred stock" versus "non-preferred stock" ... what they're talking about is that that particular organization was created in a way that allows different share classes so that ownership and control of the company doesn't change, regardless of the number of shares sold to the public (or friends, etc).

    2. Share quantity. This is the number of shares. You can create a number of any size... there's good reasons for smaller numbers and larger numbers. Again, a conversation with an attorney would help.

    3. Distribution of shares. So, during corporate formation, all of the shares will probably start with you and a few others, depending on the size of your company. But you'll also want company-owned shares (for later distribution/sale). Again, taking #1 & #2 into account, this setup is important and can help determine the control structure.

    4. Marketing/Sales of Shares. If you're actually planning to offer the shares for sale to people beyond your family and close personal friends (and there's a quantity threshold that I can't recall off the top of my head, too that applies even if it's just family/friends), you're going to have to comply with the registration requirements from the SEC. Again, talking with an attorney is VITAL at that point!

    Good luck in your venture!

    ~Jeff
     
    jigordon, Sep 6, 2008 IP