Category Archives: Bylaws of an accountancy corporation

Bylaws Of Corporation

Frequently Asked Questions

  1. QUESTION:
    Can an accountant lose their certification, if they made changes to my corporation, by adding minutes?
    Can a accountant, whom is part of the family, lose the certification, if he went ahead and add minutes, and change the bylaw of our corporation, with having a set meeting?

    • ANSWER:
      What certification, and what are the standards set by the board that certifies? You would need to look at the information on ethics set forth by the certifying organization, and see what rises to the level of losing the certification. The situation you present does not sound as if it would rise to that level unless the change in the bylaws somehow benefited him financially to the detriment of shareholders.

  2. QUESTION:
    Starting a Realestate investment LLC what should the bylaws be ?
    Starting a LLC with a few family members to invest in some realestate what should the bylaws for the Corporation Be ?

    • ANSWER:
      In my opinion, this is not the time to invest in real estate. It’s the buyer’s market sure, which only means you must have the capacity to sit on a property (sometimes for several months) without revenue.

      You might have a better chance with corporate real estate (leasing, apartments, condos, etc) though. It all depends on your location and what the economic climate is over there.

  3. QUESTION:
    What are the voting rights or the decision-making process within a corporation?
    like who makes the decisions in a corporation? does every part of the corporation need to follow those decisions?

    if you could tell me the answers to these, please tell me where you found the info. and if you can’t but know where i could find out about this – in simple terms (for a basic project) – please tell me the web address.

    any sources besides Wikipedia would be greatly appreciated.

    thanks.

    • ANSWER:
      In Britain, the commonwealth and US, the voting rights and decision-making process are similar.

      We shall use US terminology, but the principals are the same from England to India. In an organizational chart of today’s corporations, there are four separate “layers” of people.

      (1) The “shareholders” of the corporation occupy the top layer. They own the corporation and are entitled to a share of the corporate profits. Their only regular “job” is to elect the members of the board of directors (see Layer (2)), but the shareholders have _no say_ in the day-to-day management of the corporation.

      (2) The “members of the board of directors” (“directors”) are the second layer. They are elected by the shareholders, and they in turn “appoint” the officers (see Layer (3)). The board of directors meet usually only four times per year, and the board makes all the “BIG” decisions — whether to approve a merger, open a new factory, borrow a major amount of money, etc.

      The meetings of the board of directors are “led” by the “chairman” (“chairman of the board”), who is elected by the entire board. However, the only real power of the chairman is to lead the meeting of the board, unless the byalws of the corporation give the chairman additional powers. (Under the bylaws of some major corporations, the chairman of the board has more power than any other person in the corporation.)

      (3) The “officers” of the corporation occupy the third layer. As mentioned above, the officers are appointed by the board. The officers include the president, vice presidents (including executive vice president, senior vice presidents, etc.), the treasurer and the secretary. The specific duties of each officer are set forth in the bylaws. In general, the president is charged with the responsibility of carrying out the decisions of the board of directors and of managing the day-to-day operations of the corporation.

      Under the bylaws of some major corporations, the president has more power than any other person in the corporation.

      (4) The “employees” of the corporation are the fourth layer.

      Employees serve usually at the pleasure of the officers, and their duties are defined by the officers.

      In order to give you citations for this information, then please re-post with the country/state with which you are concerned. In general, these matters are explained in text books for corporate law in law schools. We do include a link to the related Wikipedia article and direct your attention to the many citations and links at the bottom.

      Hope this helps.

  4. QUESTION:
    What are the voting rights or the decision-making process within a corporation?
    like who makes the decisions in a corporation? does every part of the corporation need to follow those decisions?

    if you could tell me the answers to these, please tell me where you found the info. and if you can’t but know where i could find out about this – in simple terms (for a basic project) – please tell me the web address.

    any sources besides Wikipedia would be greatly appreciated.

    thanks.

    • ANSWER:
      In Britain, the commonwealth and US, the voting rights and decision-making process are similar.

      We shall use US terminology, but the principals are the same from England to India. In an organizational chart of today’s corporations, there are four separate “layers” of people.

      (1) The “shareholders” of the corporation occupy the top layer. They own the corporation and are entitled to a share of the corporate profits. Their only regular “job” is to elect the members of the board of directors (see Layer (2)), but the shareholders have _no say_ in the day-to-day management of the corporation.

      (2) The “members of the board of directors” (“directors”) are the second layer. They are elected by the shareholders, and they in turn “appoint” the officers (see Layer (3)). The board of directors meet usually only four times per year, and the board makes all the “BIG” decisions — whether to approve a merger, open a new factory, borrow a major amount of money, etc.

      The meetings of the board of directors are “led” by the “chairman” (“chairman of the board”), who is elected by the entire board. However, the only real power of the chairman is to lead the meeting of the board, unless the byalws of the corporation give the chairman additional powers. (Under the bylaws of some major corporations, the chairman of the board has more power than any other person in the corporation.)

      (3) The “officers” of the corporation occupy the third layer. As mentioned above, the officers are appointed by the board. The officers include the president, vice presidents (including executive vice president, senior vice presidents, etc.), the treasurer and the secretary. The specific duties of each officer are set forth in the bylaws. In general, the president is charged with the responsibility of carrying out the decisions of the board of directors and of managing the day-to-day operations of the corporation.

      Under the bylaws of some major corporations, the president has more power than any other person in the corporation.

      (4) The “employees” of the corporation are the fourth layer.

      Employees serve usually at the pleasure of the officers, and their duties are defined by the officers.

      In order to give you citations for this information, then please re-post with the country/state with which you are concerned. In general, these matters are explained in text books for corporate law in law schools. We do include a link to the related Wikipedia article and direct your attention to the many citations and links at the bottom.

      Hope this helps.

  5. QUESTION:
    How can someone set up joint tenancy with right to survivorship regarding ownership in a corporation?
    How do you set up ownership in a corporation owned by two individuals so that upon death of one individual, all ownership passes onto the survivor like joint tenancy with right to survivorship is used in real estate?

    • ANSWER:
      In a corporation, the ownership of the company is controlled by the stock – if each of you owns 50%, the bylaws of the corporation would need to stipulate that if either of you leaves the business voluntarily, or dies, his or her stock would revert to the company – and the value of the stock would be paid to his or her estate. I would also say that you should get key employee insurance on each other to cover that expense -

  6. QUESTION:
    what are the voting rights or the decision-making process within a corporation?
    like who makes the decisions in a corporation? does every part of the corporation need to follow those decisions?

    if you could tell me the answers to these, please tell me where you found the info. and if you can’t but know where i could find out about this – in simple terms (for a basic project) – please tell me the web address.

    any sources besides Wikipedia would be greatly appreciated.

    thanks.

    • ANSWER:
      In Britain, the commonwealth and US, the voting rights and decision-making process are similar.

      We shall use US terminology, but the principals are the same from England to India. In an organizational chart of today’s corporations, there are four separate “layers” of people.

      (1) The “shareholders” of the corporation occupy the top layer. They own the corporation and are entitled to a share of the corporate profits. Their only regular “job” is to elect the members of the board of directors (see Layer (2)), but the shareholders have _no say_ in the day-to-day management of the corporation.

      (2) The “members of the board of directors” (“directors”) are the second layer. They are elected by the shareholders, and they in turn “appoint” the officers (see Layer (3)). The board of directors meet usually only four times per year, and the board makes all the “BIG” decisions — whether to approve a merger, open a new factory, borrow a major amount of money, etc.

      The meetings of the board of directors are “led” by the “chairman” (“chairman of the board”), who is elected by the entire board. However, the only real power of the chairman is to lead the meeting of the board, unless the byalws of the corporation give the chairman additional powers. (Under the bylaws of some major corporations, the chairman of the board has more power than any other person in the corporation.)

      (3) The “officers” of the corporation occupy the third layer. As mentioned above, the officers are appointed by the board. The officers include the president, vice presidents (including executive vice president, senior vice presidents, etc.), the treasurer and the secretary. The specific duties of each officer are set forth in the bylaws. In general, the president is charged with the responsibility of carrying out the decisions of the board of directors and of managing the day-to-day operations of the corporation.

      Under the bylaws of some major corporations, the president has more power than any other person in the corporation.

      (4) The “employees” of the corporation are the fourth layer.

      Employees serve usually at the pleasure of the officers, and their duties are defined by the officers.

      In order to give you citations for this information, then please re-post with the country/state with which you are concerned. In general, these matters are explained in text books for corporate law in law schools. We do include a link to the related Wikipedia article and direct your attention to the many citations and links at the bottom.

      Hope this helps.

  7. QUESTION:
    How do I go about deleting an officer from my corporation?
    Two years ago I added a friend to my corporation as the President for credit purposes since I was trying to apply for a business loan and his credit score was higher than mine. Things did not work out and the loan was never made.

    He has since moved to another state and I don’t know how to reach him. How do I go about taking him out all together from my corporation if he is unreachable.

    This issue has me concerned because my corporation is under this guy as the president. Thanks

    • ANSWER:
      Do you have a Board of Directors? Go through them. Did you have bylaws for your corporation? The bylaws will tell you how to remove an officer from the corporation. Usually, in order to remove an officer, you need a simple majority vote from your board. Some companies require a super majority, which is 75% of your board.

      Just some advice, in the future, you should be careful who you trust. You should not put someone at the head of your corporation just because of a higher credit score, but because he/she can get the job done, and you trust them.

      And usually, you want to keep your personal credit score and business credit score seperate. You can do this by using your business tax ID to apply for loans, instead of your personal credit. However, larger loans do usually require a guarantee from one of your officers.

      Good luck.

  8. QUESTION:
    How can you force a dissolution of an s corporation?
    I am the president of a small corporation. The other partner (vice president & treasurer) is running the business illegally. Its a caregiver business and the partner refuses to do background checks before placing a caregiver, which is required by the State of Illinois. Also, they took me off of the checking account because I told them I want to dissolve the corporation. Now I cant see the financials.

    • ANSWER:
      Report them to the State. Read your bylaws…you can’t force dissolution.

  9. QUESTION:
    If I am a shareholder in a corporation, can I build a home on the property?
    My family owns a 1000 acre farm that is a c Corporation. I am a shareholder in the corporation, albeit a small holder. My fiance and I would like to build a home on some of the property, about 2 acres. Does the property being held in a c Corporation make it impossible to build? Or is this something decided in individual states? If anyone has any suggestions, I would appreciate it. I don’t even know who to talk to. A lawyer? An accountant?

    Thanks.

    • ANSWER:
      It is up to the shareholders of the C-Corp. What are the bylaws of the C-corp? Maybe just a simple majority is needed to grant permission, maybe a 2/3rds majority. Who knows.

      Probably need to speak with a lawyer AND an accountant.

  10. QUESTION:
    What is the difference between a LLC and a Corporation?
    What is the difference between a LLC and a Corporation?
    Looking to start a business for Real Estate Development.
    Does any one here have any suggestions?

    • ANSWER:
      Corporations

      A corporation provides protection for your personal assets against the claims of your business creditors. If you operate a business within a corporation and the business is sued, only the assets owned by the corporation will be at risk. Generally, this applies to lawsuits for breach of contract, negligence and premises liability.

      A corporation does not protect you from claims that you personally committed an intentional or criminal act. For example, if you defraud someone or if you punch someone in the nose while they are standing in your shop, they can sue you personally and try to reach your personal assets, such as your home.

      A corporation is not a substitute for good insurance. Corporations still carry premises liability insurance and general business liability insurance. Otherwise, the corporation could be bankrupted by a single claim against it.

      A corporation is formed by filing “Articles of Incorporation” with the Secretary of State. The corporation is governed by its “bylaws” which contain the rules for electing directors and officers and making other corporate decisions.

      A corporation can be owned by you alone, or with other family members. The owners, or “shareholders”, elect a board of directors who are responsible for the overall direction of the company. The directors elect officers, who manage the day-to-day affairs. In a family owned business all of the directors and officers can be all be you alone, or you and other family members.

      If the proper tax elections are made, a corporation will pay no federal income tax. Instead, the corporation prepares an “information return” and the owners of the corporation report their share of the corporation’s income on their own individual tax returns. However, some states impose a “privilege tax” All corporations doing business in California must pay an annual 0 “privilege tax”.

      Limited Liability Companies

      In the past ten years, a new form of entity has become popular. The limited liability company is also created by filing a document with Secretary of State. However, the “LLC” is not required to maintain a minute book, hold annual meetings, or issue stock certificates.

      The LLC can be managed by an appointed manager, by one owner (called a “member”), or by all of the members acting together. Managing the LLC is informal, compared to managing a corporation.

      There are two drawbacks to an LLC, however:

      In some states, such as California, a professional license may not be held by an LLC, such as a contractor’s license, or a license to practice law, accounting or dentistry;

      Some states assess every LLC with an annual “gross receipts tax”, similar to an income tax.

      What About Nevada? How About Credit?

      There are a number of companies that sell Nevada corporations, pointing out that Nevada has no personal or corporate income tax. These advertisements imply that if you form your corporation in Nevada that you will not have to pay income tax on money you earn in other states. This is completely false. If you do business in a state, you must pay income tax on the earnings in that state.

      Other advertisements state that you can buy houses, boats, cars and other items with the corporation’s credit and “never bring the pain home”. Again, this is completely false and dangerous misinformation.

      If you mix personal and business assets and you are sued, the corporation or LLC can be completely ignored and all of your personal assets may be on the table!

      Whether you choose a corporation or an LLC, you should never mix personal and business assets. Keep separate accounts for your business cash. Use business money only to purchase items that will be actually used in the business–business real estate, business vehicles, etc., and to pay salaries to you and your workers.

      And, here’s another fact about corporate credit: a new company has the credit history of a 17-year- old boy! Until you can show banks, lenders, car dealers, vendors and other possible creditors that you have a viable business and steady income, you will have to “co-sign”, or guarantee, your company’s credit applications. Every time you do this, you (and your assets) will be personally liable for that debt, even though you have established a corporation or LLC.

      It is important to manage the company’s credit carefully and ask banks and others to remove your personal guarantee once the business can prove its worth.

  11. QUESTION:
    What is ordinarily the first step in the formation of a corporation?
    What is ordinarily the first step in the formation of a corporation?

    Possible Answers
    A.Development of by-laws for the corporation
    B.Issuance of the corporate charter
    C.Application for incorporation to the appropriate Secretary of State
    D.Registration with the SEC

    • ANSWER:
      Bylaws are not required to be submitted with your Articles of Incorporation. Keep your bylaws with your corporate records.

      The Articles of Incorporation is the first official registration with a government entity, but you should agree on and adopt corporate bylaws prior to this registration — your bylaws detail the procedures of your corporation going forward (how often to have shareholder meetings, how many shareholders must be present to take votes, how the corporation can remove or replace an officer, etc), and these procedures are important to have on file right from the very beginning.

  12. QUESTION:
    Is it legal that only one of two authorized legal representatives signed a contract representing a Corporation?
    I have a contract between a mexican and an american corporation, but i don’t know if its legal because, for the mexican part only one of the two joint authorized legal representatives signed the contract as “CEO”; in Mexico, that makes it null, but I don’t know about the law in USA (The applicable law is th one of Illinois)
    In which law or where can I find it?

    • ANSWER:
      In the US unless the corporate bylaws say otherwise any authorized representative may be a single signatory.

  13. QUESTION:
    When do newspaper publishers have the right to refuse paid publication?
    A non-profit organization wants to publish the bylaws of a religious corporation through a newspaper. The newspaper publisher the organization approached refused to publish their bylaws. I was wondering if the publisher had the right to refuse the publication even though it was a paid publication.

    • ANSWER:
      In the US, many people have the idea that “freedom of speech” means “any publisher MUST publish what I want to say”. This is incorrect. Newspapers and magazines and other publishers are within their rights to refuse to publish any ads or articles or letters to the editor, and they don’t need to have a reason. Electronic media is also free to refuse to publish any writings or videos or whatever.

      If the non-profit organization wishes to publish the bylaws, and one newspaper refuses, then the organization can either get another company to publish it, or they can take it to a printer and have it printed up, or they can publish it themselves. Desktop publishing has made this fairly easy. For that matter, if this organization really wants to, it can publish the bylaws and pay the Post Office to deliver the publication, by junk mail.

  14. QUESTION:
    When starting a corporation, what are the Corporate Seals for?
    I’m beginning the process of filing and it costs extra for bylaws, stock certificates and corporate seal. I am the ONLY stockholder, so do I NEED this stuff now?? Thanks!

    • ANSWER:
      it would be much less expensive to get the entire package at one time. Yes the seals are very important.
      try this link- http://www.lrcaldwellint.com/server.asp
      it is an information page on www.LRCaldwellint.com

      They can answer all your questions by email, phone or skype. There is no hard sales pressure, simple options given, you can choose an idea or work together with one of their agents to find whats right for you. This is one of their FREE services

  15. QUESTION:
    Can we change corporation business activities?
    I have a corporation that offers consumer services (think dry cleaning). Now I’m also accepting high-tech jobs as a contractor. Can I use the same corporation to file tax? Do I need to register a new corporation?

    • ANSWER:
      The corporate business activities may only be changed by the board of directors.

      They might have to modify the articles of incorporation and/or the bylaws, depending on what is currently in them.

      My corporation, has in it’s articles of incorporation, “any lawful business”. I don’t have to make any changes.

      If your new activity requires tax changes, that is between you and the IRS or state department of revenue.

  16. QUESTION:
    How do I create a simple corporation?
    That’s it. I want to make my houshold a corporation, how do I do this?

    • ANSWER:
      What will be the source of revenue? Corporations are expected to show revenue after a period of time, or the IRS will consider them shell or front type entities.

      Rules vary from state to state, but in general, you have to make the application, show that you have corporate bylaws and a board that will meet on a regular basis. You also have to identify the beginning and ending point for your fiscal year.

  17. QUESTION:
    is there any difference a lawyer can make in filing a corporation verses you file it yourself online?
    If I were to file the corporation myself, is there anything I should be aware of? Is there anything a Lawyer would be able to do veses doing iot myself?

    Thanks for your time

    • ANSWER:
      You can file yourself and probably save some money. But that doesn’t mean you shouldn’t consider using a lawyer.

      Here’s why. Filing is only part of what you need to do. There’s a lot of things you need to know in setting up a corporation. Filing the papers with the secretary of state in whatever state you are in is only part of it. An important part, but not everything you need to do.

      For example, did you know you need to get a Federal Tax ID number? You don’t get that automatically when you file online with the state secretary of state? Did you know that you need to make a decision whether to select subchapter S tax treatment or not? That’s an important decision that will affect how the corporation is taxed; making the wrong decision could cost you thousands of dollars in taxes in future years if you aren’t careful. A lawyer can help you decide what to do there. Did you know you need bylaws? Filing the application online doesn’t generate a set of bylaws. Lawyers can do that.

      I’m not saying you must have a lawyer, but I am saying that there’s more you need to know about incorporating than simply filling out an online form and it may be helpful to consult a lawyer on some things/issues you may not even know are out there.

  18. QUESTION:
    Who’s signature is required on a Chapter 7 bankruptcy filing for a corporation?
    Do the officers,directors or share holders of a closely held corporation have to sign the bankruptcy forms in a chapter 7 voluntary filing?

    • ANSWER:
      When I file a bankruptcy on behalf of a client that is a corporation, I review the Bylaws to see who has the legal authority to sign this type of document on behalf of the corporation. I also have the shareholders and directors adopt a resolution authorizing the bankruptcy. In most cases, I have the president sign on behalf of the corporation.

  19. QUESTION:
    Whats the best way of running an LLC if its your first business?
    I’m starting a Marketing LLC Firm in California in August. I already have the forms from the Secretary of State’s office. Now, I’m having some trouble drafting the bylaws for the LLC. I will be the sole owner and CEO of this company. What advice do you have?
    Also, what finance resources can I tap into for funds?

    • ANSWER:
      First I’d file the LLC in Nevada. Look on the net for corporations start up. They will walk you through. You can get a kit that will explain. Marketing business is safe and your LLC is just a legal thing and show growth. You can and will get preprinted by laws for the state you area LLC. I live in Va. and I’m a corporation in Delaware. We make candy. I”m foreign company to Va. Cost me .00 verse 00.00. If you’re good at marketing why are you waiting for Aug. Your start up will be with your funds. It’s best to get first funds from friends & family you can trust. never ask anyone that can’t replace the money themselves.( Retired) Best J. kelly

  20. QUESTION:
    How can we remove a stock holder from a corporation?
    Five of us started a corporation back 13 years ago. According to our partnership agreements and our bylaws I have full authority to require individuals to sell back their shares. I own 51% of the investor held stock. The value of that stock is voted by the board (those same stock holders) to be very low.

    These arrangements were instigated at the onset in order to make removal of any “dead weight”, that the stock holders (partners) might be providing, easier. This is not an S corp. The stock has no measure of the actual value of the corporation. My interest other than the being the primary or majority stockholder was in the form of a loan to the business.

    We are looking to trim 2 of the stockholders (partners) to make room for additional people who will have the credentials to move us forward in the next couple of years. This will also open us up to be able to get venture capital a percentage share of stock (usually 20%) and a seat on the Board.

    The two we have decided to buy back are not in the business as active employees, agents or any sort of connection other than their earlier activities during the first 3 years. They remain friends but are just not involved at all with the business other than owning stock.

    My greatest worry is having them become upset when I approach them. I would like to make it as systematic as possible. With very few glitches or problems.

    • ANSWER:

  21. QUESTION:
    differences between general partnership and a corporation?
    1. What are the difference between a general partnership and a corporation in terms of legal liability for damages done in the course of business and the ownership of the profits.

    2. What is the difference between general statements of policy and rules and why is the distinction important?

    • ANSWER:
      With a corporation the shareholders and directors are protected, therefore if a corporation is sued the shareholders and directors are not being personally sued.

      A general partnership does not have any legal protection, if a partnership is all partners are personally liable.

      Corporations have set of bylaws that they must follow.

  22. QUESTION:
    Does a corporation dies when its shareholders do?
    Arthurs, Boulez and Coombes were the directors and sole shareholders of Driftwood Products Limited. After several years of hard work and considerable success, all three deiced to take a vacation together and leave their office manager in charge of the business while they were away. They flew to the Bahamas for 3 weeks of sun and fishing. While they were away, the manager instructed the company lawyer to sue a debtor who was long overdue in payment of his account. Several days after the action was started, it was learned that all three shareholders had been killed when their fishing boat overturned in a storm.
    The debtor has suggested defending the action by claiming that the creditor corporation (Driftwood Products Limited) ceased to exist when all three shareholders were killed.
    Is this correct? Explain the ways in which this contention may be answered.

    • ANSWER:
      Creating a corporation by definition means creating a new legal “person,” not directly tied to its shareholders. The corporation exists for perpetuity, meaning it lives on after shareholders are deceased or quit.

      The process to replace the shareholders should be outlined in the corporations Corporate Bylaws. If there are no Corporate Bylaws, a lawyer or attorney can help you determine the default laws in the state of registration (the state in which Articles of Incorporation were filed).

      Hope this helps!

  23. QUESTION:
    How do you hold a board of directors election?
    I am a minority shareholder, The two majority shareholders, my mother has passed away and my father has had a stroke. My brothers who own no shares have taken over the company through an illegal and invalid changing of the board members to themselves(# brothers, myfather, incapacitated and and attorney. A judge has ruled that their action was illegal and invalid but will not put the original board members back in because it would disrupt the company. We have20 other shareholders faced with having a new election but am certain my brothers will call one and try to control it. Our bylaws state no one is to be on the board unless they own shares. Can anyone fill me in on correct procedure for calling a meeting, the nomination of officers and whether we can stop them fromvoting themselves on the board.
    Their handling of the company has been oppressive and our financial records are a disaster. We have had only had mock elections since my fathers control including assigning officers.

    • ANSWER:
      You a have a complex legal situation and you do not indicate the state in which your corporation is registered. The advice you will get here can only be generic.The election question will be determined acoording to the state law and you need the advice of a good corporate lawyer. Good luck!

      cc

  24. QUESTION:
    Can an homeowners association Board assess the community without agreement from the community?
    We have 2 sperate corporations running our community the HOA and the Maintenance Board. the HOA has little money generating power so they called for an assessment. Is this allowed

    • ANSWER:
      It depends on the bylaws of the HOA. There may also be state laws regulating HOAs and their powers.

  25. QUESTION:
    What kind of business contract do I need?
    Company is a privately held corporation. I am buying approximately 30% of the company and becoming a partner as the company only has 1 person in it right now. I just want to protect my 30% initial investment and not get screwed later when it comes to split profit.

    • ANSWER:
      Get 30% of the stock issued to you and make sure the charter and bylaws treat you fairly.

  26. QUESTION:
    Can anyone provide me with a template of bylaws for the State of California?
    Can anyone provide me with a template of bylaws for the State of California? I need something I can just insert my companies name. The company is a website and will be an S-corp. Please, please, please – I know I’ll still need to add/remove stuff but I’m lost!

    • ANSWER:
      Legalzoom.com will set up your corporation for you and provide answers to all your questions for a low cost. They did for me.

  27. QUESTION:
    What type of attorney do I need to deal with my Home Owner’s Association?
    HOA refuses to enforce bylaws and does not present proposed amendments to the community for voting purposes. HOA made a donation to an outside agency from homeowner dues without consulting members.

    • ANSWER:
      A homeowners’ association is generally started by a real estate developer and then becomes a non-profit entity. So this would be a civil suit.

      I don’t know what your by-laws are but you should read over all the paperwork you have. Because the HOA board actually consists of members in your community that are elected and because they have meetings it seems more reasonable to overthrow these people by gathering support from other homeowners and threatening a civil suit. You may be able to go after board members individually and hold them personally liable.

      Non-profit entities are not subject to the Freedom of Information Act because they are considered private not public corporations. That can be an issue because you want to know what kind of liability insurance coverage they have before you sue among other things. But I really believe your best bet here is to overthrow the people responsible and consider a position on the board for yourself.

  28. QUESTION:
    what does this mean and is it ok to include in california nonprofit bylaw?
    Directors, as such, may receive such compensation and be reimbursed for expenses of attendance at any meeting of the board as shall be determined by resolution of the board of directors. Nothing herein contained shall be construed to preclude any director from serving the corporation in any other capacity and receiving compensation therefore.

    Since I don’t have much money to hire lawyer, I am searching for sample of bylaw for the nonprofit in california.

    • ANSWER:
      The first part basically means that directors of the non-profit can be reimbursed for expenses for attendance at the non-profit’s board meetings, such as mileage and parking, if the board makes a resolution to do so. The second part means that they may also be an employee of the non-profit and be paid for that position.

      They cannot be paid a salary as a board member, however.

      Being on the board of directors and also being an employee of the organization could create a conflict of interest, however.

      Here are a couple of examples of non-profit by laws from California organizations:

      http://www.bikehikers.com/PDFs/Bylaws.pdf

      http://www.africanconservancy.org/about/documents/AC_Bylaws.pdf

      You will want to check California law regarding setting up a non-profit – you can find that here:

      http://www.leginfo.ca.gov/cgi-bin/calawquery?codesection=corp&codebody=&hits=All

      Decide which type of non-profit you want to incorporate and check that section:

      Section 5110 (domestic nonprofit public benefit corporations)
      Section 7110 (domestic nonprofit mutual benefit corporations)
      Section 9110 (domestic nonprofit religious corporations)

  29. QUESTION:
    How do I set up a corporation??
    I am a student and want to set up my business. I hear that setting up a corporation is the best way go get tax advantage. I am particularly looking at C’ corps. Any idea guys

    • ANSWER:
      1. File your articles of incorporation with the Secretary of State.

      2. Hold the first meeting of the board of directors and ratify your bylaws, and appoint the officers and authorize bank accounts.

      3. Hold the first shareholders meeting and approve initial board appointments and resolutions.

  30. QUESTION:
    How to tackle corporation bylaws?
    Hello.

    Can somebody please explain to me about corporation bylaws? I understand the basics. But how much of it needs to be established by myself and the board of my company and how much of it is standard?

    Thank you for all replies.

    • ANSWER:
      50% is mostly legal standards – the other 50% is you and your boards decision

  31. QUESTION:
    At what point do I need to worry about paperwork if I’m starting a charity?
    I’m not sure if it would go under a charity or non-profit organization or how much can get done without filing all the articles of incorporation and drafting bylaws and etc etc.

    basically I’m wondering how far one can get without all that. How responsive are people to an organization without all that stuff.

    Just as a little background without giving away too much. Basically, its a little like those grade school fundraisers we did as kids. We would recieve pledges from wealthy people and organizations, then we would (trade secret) and finally take the donation, and pass it along to a certain cause.

    Any sort of legalities involved that I don know about?

    • ANSWER:
      You would be best served by forming a nonprofit corporation. Talk to someone at your church. They may be able to put you in touch with someone who can help you. An attorney at my church helped me set up one a few years ago at no charge – we just paid the state fees. Good luck.
      Make sure EVERYTHING is in writing. You will never regret it.

  32. QUESTION:
    Strata Complex Bylaws My dog is over 25 lbs and over 16″in height to the shoulders Can I keep her ?
    Strata Corporation Bylaws state An Owner, Tenant or Occupant must not keep any pet other than two dogs or two cats,or one dog and one cat, not exceeding 25 lbs in weight or 16″ in height to the shoulders. There are others owners the Complex with dogs exceeding the weight and height restrictions that moved into complex after me. The Strata Corporation says no complaints have been received about there dogs .I never walk my dog on or through the Complex, And yet other Owners with dogs exceeding the Pet Bylaws walk through the complex daily.Why am I The only one being singled out, and what can I do ?

    • ANSWER:
      It sounds like to me they just want u to move and they are using ur dog as an excuse.. I would try to find a place to move.. Even if u take them to court, it will piss them off and they will find another way to get rid of u. It’s almost impossible to win with a big corporation. if u sue or hire a lawyer, they will call u a trouble maker..

  33. QUESTION:
    Question on nonprofits: Can the Board of Directors act as Service Providers?
    As per the Articles of Incorporation: “The corporation shall have no members. The management of the affairs of the corporation shall be vested in a Board of Directors, as defined in the corporation’s bylaws. No Director shall have any right, title, or interest in or to any property of the corporation.” Is that to say that the Board of Directors may not provide direct services, e.g. can a Director of a school be a teacher? Thanks for any insight.

    • ANSWER:
      For non profit orgs, usually they are called board of trustees or governors, for profit corps, you have the directors.

      as per your example, a director can be a teacher, why not? for as long as the salary he is given is at the same level as the other teachers and that no preferential accomodation was done to get into the position. Normally such incident will only happen when there is a shortage of teacher applicants.

      What is not allowed usually is, a director will get a construction contract that is being bid out, or to get a supply contract, as this would be conflict of interest.

  34. QUESTION:
    Does our small business need a board of directors?
    We have an S-Corp for our small chiropractic company. My chiropractor boyfriend is the CEO of the business and the only shareholder. We have our Articles of Incorporation, of course, but are wondering if we NEED to have a board of directors (which would essentially only include the two of us). Also, do we NEED to have bylaws?

    Thanks!

    • ANSWER:
      Here’s the deal. If you want your corporation to be a “corporation”, then it has to operate like a corporation.

      - Bylaws. Needed
      - Board. Needed
      - Meetings. Needed (at least one per year; better to have one per month to discuss monthly financials.)
      - Minutes of Meetings. Needed.

  35. QUESTION:
    In a 2 bedroom apartment there are 2 parents & 5 kids, in Ontario are there laws against this?
    I am trying to find the law stating how many people and or children are allowed to live in a certain space. Currently we have 2 parents and 5 children living in a 2 bedroom apartment that is the same as mine. There is no way this is possible, but is happening. Is there a law somewhere stating the living regulations around this? We are living in Belleville, Ontario, in case there is a bylaw in effect.

    • ANSWER:
      There may be laws, by-laws, etc.; BUT, unless stated otherwise (and they don’t), the Ontario Human Rights Code supersedes any provincial regulations, by-laws, municipal codes, national housing standards, CMHC’s recommended occupancy guidelines, etc. The Canadian Human Rights Act would oversee all provinces, and does reflect the same information as set out in the OHRC.

      UNLESS, there is a bona fide health or safety issue, (an actual proven and factual basis, before this claim is made), it is viewed as descrimination on the basis of family status.

      The landlord is also responsible to ensure their housing is free from harrassment (including from other tenants).

      This information is available at the Ontario Human Rights Commission’s site. I’ve included a few references for you to view. If you had further questions, you can call their 1-800 number and ask them directly.

      Hope this helps.
      ~~~~~

      http://www.ohrc.on.ca/en/resources/code

      “The Ontario Human Rights Code (the “Code”) is for everyone. It is a provincial law that gives everybody equal rights and opportunities without discrimination in specific areas such as jobs, housing and services. The Code’s goal is to prevent discrimination and harassment. The Code was one of the first laws of its kind in Canada. Before 1962, various laws dealt with different kinds of discrimination. The Code brought them together into one law and added some new protections.”
      ~~~~~

      http://www.ohrc.on.ca/en/resources/Policies/housing?page=Policy-VII_.html#_3__Occupancy_policies

      “At all times, it must be remembered that the Code has primacy over other pieces of legislation, unless otherwise stated. This means that where there is a conflict between the Code and another piece of provincial legislation, such as the Social Housing Reform Act or the Co-operative Corporations Act, the Code will prevail.”
      ~~~~~

      http://www.ohrc.on.ca/en/resources/factsheets/landlords

      “International law says that people in Canada should be able to get good housing that they can afford. To help achieve this in Ontario, tenants and landlords (or housing providers) have rights and responsibilities under the Human Rights Code.

      Under the Code, everyone has the right to equal treatment in housing without discrimination and harassment. As a landlord, you are responsible for making sure the housing you operate is free from discrimination and harassment.

      People cannot be refused an apartment, bothered by a landlord or other tenants, or otherwise treated unfairly because of their:

      * race, colour or ethnic background
      * religious beliefs or practices
      * ancestry, including people of Aboriginal descent
      * place of origin
      * citizenship, including refugee status
      * sex (including pregnancy and gender identity)
      * family status
      * marital status, including people with a same-sex partner
      * disability
      * sexual orientation
      * age, including people who are 16 or 17 years old and no longer living with their parents
      * receipt of public assistance.”
      ~~~~~

      http://www.ohrc.on.ca/en/resources/Policies/housing?page=Policy-V_.html#fnB103

      “The Code provides that every person has the right to be treated equally in the area of housing without discrimination because of any of the grounds set out in the Code. The purpose of anti-discrimination laws is to prevent the violation of human dignity and freedom through the imposition of disadvantage, stereotyping, or political or social prejudice.

      There are several ways of defining and identifying discrimination. Discrimination includes any distinction, including any exclusion, restriction or preference based on a prohibited Code ground, that impairs the recognition of human rights and fundamental freedoms.

      The most important issue to determine is whether a prohibited Code ground was a factor in the discrimination. Even if a Code ground is only one of the factors in a decision to restrict a person’s equal access to housing, this may be a violation of the Code.

      The right to equal treatment in rental housing offers protection in a broad range of situations. The right to be free from discrimination in housing includes not only the right to enter into an agreement and occupy a residential dwelling, but also the right to be free from discrimination in all matters relating to the accommodation.”

  36. QUESTION:
    Need to start a CA C Corp but the owner will be a NV LLC. How do I link them?
    We are a NV LLC that wants to do Real estate transactions in CA, for which the DRE in that state requires the formation of a CA C Corp. We don’t know where to establish that the owner of the C Corp will be the NV LLC. Should we establish that in the Articles of incorporation? or in the bylaws?

    • ANSWER:
      You can not establish that in the Articles of Incorporation you will need to establish that within the operating agreement. Secondly, the new Corporation will operate as a subsidiary of the LLC. When applying for an EIN, when asked if the owner of the new business is an individual or existing business, you want to answer, existing business and enter the EIN number of the existing business instead of a social security number.

      Remember the most common way that control of a subsidiary is achieved is through the ownership of shares in the subsidiary by the parent, which would be your existing LLC.

      As I provided you with this information based solely on my own personal knowledge, it is in no way considered legal advice and it is recommend you consult with an attorney.

      All the best.

  37. QUESTION:
    Can any lawyers explain what this clause means?
    Each division, and every division, such division being two thousand square feet or greater, shall be fitted with and fixed with, or shall be caused, by signatory or a person, incorporated or unincorporated corporation, acting under the control and direction thereof, to be fitted with and fixed with, dedicated facilities which shall be utilized for the normal and customary purpose to which such facilities are commonly ascribed, and with normal and customary frequency typical of fixtures in alternative structures suitably taken in comparison, and shall be designed, fitted and fixed to be capable of, suitable for, and sufficient with respect to such utilization and frequency thereof.

    • ANSWER:
      I’m sure that somebody can.

      The best I can tell it is some sort of zoning bylaw.
      It says that every section of something has to have suitable facilities. Since it does not say what those facilities are, it makes no sense.

      You have to look at the document in the whole to try to make some sort of sense out if. It is a good example of somebody who wrote this crap trying to look much smarter than he really is.

  38. QUESTION:
    Please help me with this law mult questions?
    A person for purposes of a member of a partnership includes a natural person, a partnership, a limited partnership, a trust, an estate, an association, or a corporation. T or F

    Bylaws are rules governing a corporation’s internal management. T or F

    The Internal Revenue Service allows taxation of certain corporations to be similar to that of partnerships. T or F

    I really appreciate your help please I have to sub it by tm.

    • ANSWER:
      T
      T
      T

  39. QUESTION:
    Can a California Non-Profit Mutual Benefit Corporation hire a non-member, non-board member to be treasurer?
    Assuming the board doesn’t have someone on it with the financial expertise or experience and no other member wants to do it. Every bylaws I have seen written says a board member is elected Treasurer. Can the bylaws be written so that the board hires an outsider as the Treasurer?

    • ANSWER:
      Hello!

      Unfortunately, to hire someone from the outside as treasurer you will have to go through the process of making them a board member and elect them into the treasury position. I haven’t seen it done any other way. The treasurer is a board member position so it has to be filled as such. Hope this helps!

      http://www.RanksIntl.com

  40. QUESTION:
    In a corporation can the President fire the Vice President if each owns exactly 50% of the companies shares?
    In other words can corporate officers only be hired and fired by the board of directors, or can the President fire the Vice President if he wants to even though he doesn’t have the majority?

    • ANSWER:
      Usually decisions of this nature are made by the Board of Directors and not the President. Although every companies bylaws are different, most presidents would not have the authority to fire another executive.

  41. QUESTION:
    Is not responding to a stockholder by a corporation a crime? What about Directors fiduciary responsibilities?
    My question of 3 months ago got serious answers and off-the-point answers. Thanks in all cases. The link to corporate status in Nevada may be current but no response to this “angel investor” is forthcoming. I am told a corporate officer complained about this posting. Criminal?

    How do I find a corporation I have bought stock in that isn’t returning calls?
    A certain business developing text translation software incorporated in California and I bought ,000 in shares. Early “angel” investor. Another person I am connected with invested ,000. We became suspicious of the credibility of the company but it continued to promise a major development which continually did not happen. Later it moved from CA to Reno, Nv and now is in either Va of Fl. Web site email link isn’t getting me response and phone calls not answered. President is known to some. Name is Sam Habib.
    Any suggestions to see if there is an ongoing company and corporation and that it is not cheating others in a scam?

    • ANSWER:
      Your question is a little vague.

      As a general principle, officers and directors owe fiduciary duties to the corporation – not directly to shareholders (except in the case of an insolvent corporation, where fiduciary duties can switch directly to creditors or shareholders.) Not responding to your letters or calls is not really anything actionable, though it is most certainly poor practice.

      If you have nothing but shares – that is, you have no separate shareholder agreements, voting agreements, or buy-sell agreements in effect that provide you with special rights – then your formal remedies in most states are somewhat limited unless you are a significant (>10% shareholder.) For example, in certain circumstances, you may commence a shareholder derivitate action after satisfying certain statutory requirements. A less drastic measure, if permitted by the company’s bylaws, would be to get certain items on the ballot at annual shareholder’s meetings such as a new proposed director slate, etc.

      Now, notwithstanding any of this, if there is suspected criminal activity at foot – then nothing precludes you from notifying the proper investigative authorities (attorney general, police department, etc.) Criminal prosecution can take place if there is a crime underway, regardless of what your technical corporate governance rights may or may not be.

      Good luck.

  42. QUESTION:
    Is it a legal requirement that a not for profit corporation have bylaws?
    Can a not for profit corp. choose not to have bylaws?

    • ANSWER:
      All corporations are required to have by-laws. They govern the time and place of annual meetings, necessities of quorum, processes for electing directors and hiring officers, etc. The by-laws are the rules that govern the operation of the corporation, and it makes no difference whether the corporation is a non-profit or for profit.

  43. QUESTION:
    Are there any links to find free samples of initial corporate minutes for setting up a corporation?
    I am looking for an example of what the initial corporate minutes should look like. Any links or websites would be great. Thank you.

    • ANSWER:
      You can find sample minutes here: http://www.alllaw.com/forms/Business/Corporation/

      You are looking for the organizational minutes. They declare and resolve the initial corporate organizational issues such as setting the board of directors and shareholders, as well as approving the bylaws, etc.

  44. QUESTION:
    Difference between a Society and a Non-profit Corporation?
    I am starting a youth group and am going to be a non profit organization but I can register the company as either a society, which are ran by bylaws or a corporation, which are ran by the corporate act. As a organization, I don’t know what this means for me and I would like to know if there are any benefits of one rather then the other??? Is there a difference when it comes to grants, fund raising?? Expanding??

    • ANSWER:
      Its just another name for a business to identity who you are I would say that a society under irs law is a non profit org, a org that is religious or a org like Elks lodge .etc.

  45. QUESTION:
    If I am married and I start a corporation does that automatically give half ownership to my wife?

    • ANSWER:
      A corporation has ownership rules written into its bylaws.

  46. QUESTION:
    What is the difference between bylaws and Articles of Incorporation?

    • ANSWER:
      By Laws are the rules of governance of a corporation. They spell out how the corporation is to conduct itself relative to meetings, directors, shareholders etc.

      Whereas, Articles of Incorporation is the official registration document that is filed with the Secretary of State. Once filed, this document authorizes the corporation to do business as such, to acquire loans, lease property, purchase equipment in its name.

  47. QUESTION:
    Are Bylaws necessary if the corporation have only one shareholder who control the corporation?

    Please don’t reply with “check with an attorney”!

    • ANSWER:
      corporations like S-Corporation can have no more than 100 shareholders/owners. Limited Liability Company may have an unlimited number of owners. For more information check my source site. Although it can change according to states. For more information check my source site.

  48. QUESTION:
    Strata Complex Bylaws My dog is over 25 lbs and 16″ in height to the shoulders can I keep her?
    Strata Corporation Bylaws state an Owner, Tenant or Occupant must not keep any pet other than two dogs or two cats, or one dog and one cat, not exceeding 25 lbs in weight or 16 ” in height to the shoulders. There are others owners in the complex with dogs exceeding the weight and height restrictions that moved into the complex after me. The Strata Corporation says no complaints have been received about there dogs. I never walk my dog on or through the complex. And yet other Owners with dogs exceeding the Pet Bylaws walk through the complex Daily. Why Am I the only one being singled out. What can I do ?

    • ANSWER:
      What is the exact wording of the by-laws? It sounds like someone might have complained and are using the by-laws. I’d try to do some detective work and find out exactly what the complaint was. It’s possible, though, that the complaint might not reflect the real reason someone was moved to do so. Does your dog bark a lot? Is it a “dangerous” breed? It’s hard to guess why someone would single you out. I hope you can get it worked out to your satisfaction, though. I’d just die if I had to give up my pet, so I hope that doesn’t happen to you.

  49. QUESTION:
    How do I find the bylaws of a nonprofit corporation filed in the state of Maryland?

    • ANSWER:
      The Charitable Organization Division of the MD Secretary of State’s office has a searchable website:

      http://www.sos.state.md.us/Charity/SearchCharity.htm

      “The list which results from your search is made up of summary information filed by charitable organizations with the Office of the Secretary of State of Maryland.”

      There is also a “Contact Us” link on their website if you can’t find what you need online.

  50. QUESTION:
    What is a major power held by shareholders?
    a. appoint corporate officers
    b. manage and supervise daily operations of the corporation
    c. declare dividends
    d. amend the article of incorporation or the corporate bylaws.

    • ANSWER:
      Hey, I’m pretty sure the answer is D, it’s been about 10 years since my business classes but my brief lit review showed me this:
      Shareholder meetings: ordinary resolutions and special resolutions
      The powers reserved for shareholders may only be exercised at a meeting of shareholders or by a resolution passed instead of a meeting.

      Shareholder powers may generally be exercised by ordinary resolution, which means a resolution passed by a simple majority. However, in certain cases shareholder powers must be exercised by “special resolution”, that is, a resolution requiring a 75 percent majority. This applies where the shareholders wish to exercise their powers to:

      - adopt, alter or revoke the company’s constitution

      Here’s the source for it if you want to take another look!

      http://www.howtolaw.co.nz/html/ml217.asp


bylaws of corporation

Accountancy Corporation

Frequently Asked Questions

  1. QUESTION:
    What is equivalent or course to chartered accountant said in Spain?
    I’m an Indian chartered accountant and I have plans to settle down in Spain so I want to validate my profession in Spain and try to get a job there, so I want to know which body sees through the chartered accountancy course in Spain? And process of validation.

    • ANSWER:
      There is no equivalent professional qualification in Spain. Multinational corporations accept internationally recognised qualifications.

  2. QUESTION:
    Can the sole officer and employee in a corporation require himself to obtain a CPA license for employment?
    I know that one of the requirements for being able to deduct educational expenses, regardless of whether or not it qualifies the employee for a new trade or business, is that the employer requires the further education in order for the employee to retain his/her current employment status. In this case, the employee in question is the sole officer and employee of an S corporation. He has an Illinois Real Estate Broker’s License and decided that it would be beneficial to also obtain a CPA license to use in conjunction with the RE Broker’s license. Can he require himself to obtain a Master’s of Science in Accountancy degree to get the 30 qualifying hours for the CPA exam, thus allowing him to deduct the expenses?

    • ANSWER:
      The employee is making things very difficult for himself here. The requirements outlined relate to being able to deduct education expenses as a job-related expense on Schedule A. This would, of course, be subject to the 2% of AGI floor. One would also have to demonstrate the link between obtaining the degree and the employer’s business.

      The solution is simple. Claim Lifetime Learning Credit. To obtain the credits that will be acceptable to the employee’s state Accountancy Board will almost certainly require him to attend an accredited institution (although there are a few very good schools who do not qualify). The only issue is that there are AGI ceilings above which one cannot claim the credit. However, if the employee has such a high AGI the 2% floor for deducting on Schedule A will be correspondingly high, thus limiting the deduction in any case.

  3. QUESTION:
    can anyone help me with this? i cant find a partnership and i just dont know where to start?
    There are three primary forms of business organization. These are the sole proprietorship, the partnership, and the corporation. Find an example of each in your community or on the internet . Describe and compare these businesses. Discuss how each benefits from the its specific organizational structure.

    • ANSWER:
      A good place to look for a partnership would be firms like law or accountancy businesses.

  4. QUESTION:
    What EXACTLY do I ask my accountant to do?
    How do I arrange for taxes, once I’ve set up my corporation? Do I hire an accountant and send the accountant all my receipts? How do I know that my accountant is a good one that gets me all the tax deductible stuff and can recommend appropriate tax loopholes?

    • ANSWER:
      Well, for one thing, you hire your accountant BEFORE you set up your corporation. That way, s/he can recommend the most tax-efficient one for the type and size of business you are starting. Isn’t it depressing to find out after-the-fact that you’ve picked the most expensive option?

      Your accountant has three jobs, which you can have done all by the one accountant or by three different ones. Most people hire just one to do all three.
      Tax compliance – ensuring all the daily, weekly, monthly, and annual legal and tax regulated forms are correctly filed on behalf of your company.
      Auditing – review the detailed financial transactions of your company and certifying that everything is above board. This is usually done prior to the tax work.
      Planning – setting the course by designing tax- and legally- efficient business practices to allow your company to grow and you to keep more of the profits in your pocket.

      There is a forth element, too: Bookkeeping. An accountant is not a bookkeeper, but many accountancy practices also handle your bookkeeping. It’s cheaper to hire a separate bookkeeper. Either hire a full-time one as an employee of your company or else hire a part-time one on the recommendation of your accountant (as your bookkeeper and accountant have to work together).

      Ask friends with similar businesses or sizes of business who their CPA/CA is and whether or not they’d recommend him/her. Verify their credentials with the state CPA (or national CA) organization. If you have no friends with businesses, then use the state CPA (national CA) organization to pick a few that are local to you; and then do a background check yourself: Is their website professional? Do the staff seem knowledgeable and courteous? Can they provide you with references?

  5. QUESTION:
    Who make more money out of these Finance professions?
    I am student of Chartered Certified Accountancy and I want to know who earn most out of following professions, please also put some job description and career growth information;
    1: Broker/Trader
    2: Investment Banker- Research, Advisory and trading(It is now being illegal but comparing to other financial brokers)
    3: Asset/Fund Managers

    Thanks a lot.

    • ANSWER:
      All of these occupations can earn very high salaries. Each of these businesses is very competitive though, so it can be difficult to get ahead of the pack.

      1 – Broker/Trader – Stock brokers and traders are paid commissions to help make transactions in stocks, bonds, or mutual funds happen. May brokers and traders work behind the scenes, taking trade orders from fund managers, or investment advisors and earning a steady income for their efforts. Other stock brokers go directly to the public in order to push trades and investments on individuals. These brokers (who work directly with the public) can do very well. Often times full service brokers will earn 2% or more on stock trades and may earn as much as 5% on a mutual fund purchase by a client. So if a client walks in with ,000,000 and a broker suggests purchasing a mutual fund with a 5% commission, the broker would walk away with ,000 in fees from the client. Not bad for a day’s work.

      2 – Investment bankers, researchers, and advisors are different things, so ill talk about them separately.

      Investment bankers make money by helping businesses raise money. So for example if McDonalds would like to issue some new stock to the public in order to raise money to expand their business, McDonalds would hire an investment banker. The investment banker is responsible for advising McDonalds on when and how to issues the stock. The investment banker also gives a lot of legal advice and helps fill out paperwork with the Securities regulators so that McDonalds can focus on running its business. Investment bankers usually get paid a percentage as well. So if McDonalds issues 0 million of new stock, the investment banker might walk away with 5% or ( million). Again, not bad for a day’s work. Of course Investment banking is challenging, competitive, and requires a ton of knowledge about the markets, law, and accounting. Entire companies work together to help corporations raise money. Its a team effort.

      3 – Researches are divided into two categories. Buy-Side and Sell-side. Researchers are paid to write opinions and present analyses about different investments. They help fund managers and advisors decide which investments to invest in. This is generally a salaried position and is where many portfolio managers get their start. Good researchers can move up to a portfolio management position.

      4 – Portfolio managers (fund managers) are some of the highest paid people in the world. These people are paid to make investment decisions for other people. Typically these people are paid based on how much money they manage (fee based). They can also be paid based on the returns they produce (performance based). Mutual funds are fee-based, hedge funds are performance based. Warren Buffett, CEO of Berkshire Hathaway, is a very well known fund manager and multi-billionaire. Other famous fund managers include john paulson, carl icahn, and many other billionaires.

      To answer your question, from lowest to highest the salary breakdown probably goes like this:

      1 – Research Analyst (salary)
      2 – Stock Broker (salary or commission based). Poor performing brokers on commission do badly, aggressive talented brokers paid on commission can earn 6 digit incomes
      3 – Investment bankers – Requires a lot of knowledge. This is a highly paid salaried position usually well over 0,000 per year
      4 – Fund manager or investment advisor – Requires a lot of knowledge and experience. The sky is the limit here. Independent managers or advisors who own their own practice can make billions.

  6. QUESTION:
    How net income could be higher than operating income?
    Hello,

    I’ve been browsing through some Wikipedia pages about big corporations and noticed one thing in their financial info which made me curious. You could see there net income and operating income. Since I’m not good with the accountancy terms in English I’ve looked into some definitions and formulas. According to what I’ve found out it was mostly unlikely for a company to have net income higher than operating one.

    So I’d like to ask what are theoretical possibilites or ways of coming to such a result: net income > operating income.

    Thank you.

    • ANSWER:
      Operating income is typical income of the company ie sales. The firm may also earn money through investments, changes in exchange rates etc.

      Net income includes non operating income as well as operating income.

  7. QUESTION:
    What are some unusual / alternative places to find graphic design jobs?
    Aside from the obvious approach of contacting design and marketing agencies I would like some alternative places to try that would need a graphic designer..

    I have tried:
    Schools / Colleges / University
    Charities
    Some local businesses such as accountancy firms, solicitors, pubs etc..

    Any ideas appreciated.. thanks

    • ANSWER:
      Local corporations and larger businesses in your area. Any company that has a marketing department generally has the need for at least one graphic designer.

  8. QUESTION:
    What Does Merger Mean In Terms Of Accountancy?
    When an accountant does a merger, does it mean he or she would do long hours?

    • ANSWER:
      A merger is a combination of two or more independent business corporations into a single enterprise, usually involving the absorption of one or more firms by a dominant firm. The dominant firm may purchase the other firm’s assets with cash or securities, purchase the other firm’s stock, or issue its own stock to the other firm’s stockholders in exchange for their shares in the acquired firm (thus acquiring the other company’s assets and liabilities). In horizontal mergers, both firms produce the same commodity or service for the same market. In vertical mergers, a firm acquires either a supplier or a customer. If the merged business is not related to that of the acquiring firm, the new corporation is called a conglomerate. The reasons for mergers are various: the acquiring firm may seek to eliminate a competitor, to increase its efficiency, to diversify its products, services, and markets, or to reduce its taxes.

      So if a company was in the process of being merged with another, I would imagine the accountant would need to put in long hours because of tight deadlines. But the hours should revert to normal once the merger is completed, assuming he gets to keep his job. When 2 companies merge, there would then be 2 accountants, and usually 1 leaves.

  9. QUESTION:
    Path to become a Chief Financial Officer of a company or corporation?
    Is it possible to become a CFO of a company in the future if I obtain the following:

    *Certified Public Accountant license
    *Masters in Accounting
    *MBA in Finance
    *10+ years of experience as a staff accountant, auditor, controller

    Also, how much money do CFOs pull in?

    • ANSWER:
      Having the CPA certification, MS in Accountancy, and a MBA or MFAM are all good steps towards becoming a CFO.

      Ideally, with that 10 years of experience you should have a specific industry that you are interested. 10 years of being a Staff Accountant may not lead you to a CFO position but a Senior Accounting position.

      I am an Accountant of almost 9 years and have seen MBA graduates have Director positions in many industries, so it depends on you and your drive.

      The economy is down right now but the market for a CFO is dependent on where you live.

      Here is a link from Robert Half International; a company that I have worked with for many years. They have a 2009 salary guide:

      http://www.rhi.com/SalaryGuides

      Good luck in your endeavors.

  10. QUESTION:
    Good Places for year 10 work experience in Birmingham?
    My interests are..
    Business
    Science
    Geography
    I.T

    Are there any reasonably sized business corporations, doctors surgery’s (I would go to my local one, but it’s terrible), hospitals, places in which medical practitioners work, accountancy firms or a place where I would learn a range of skills in, in the city centre or in Birmingham taking on year 10 students for work experience?

    • ANSWER:
      Try giving the council a ring, I work at the Council and we had a few Work Experience kids here a few weeks ago.

  11. QUESTION:
    How difficult is it to switch CPA certification to another state?
    How hard is it to switch a CPA certification that was initially obtained in one state to another. In other words, if someone is certified to practice in Oregon, but they decide to move to California, what process must they go through in order to become licensed as a CPA in California?

    Thanks.

    • ANSWER:
      RECIPROCITY AMONG STATES
      Reciprocity is the granting of a CPA license by one state based on your CPA license from another state.
      Because they use the Uniform CPA Examination, most states recognize the validity of licenses from other states. Requirements for experience and education vary, but states generally allow you to claim credit for successful completion of the examination in another state. Check the requirements of your state board for the specific rules that apply to you.

      The US CPA Exam Requirements are rather confusing in a way that the CPA certificates / licenses are granted by individual states and jurisdiction rather than the US as a whole.

      If you are planning to work as an auditor or other capacity in a public accounting firm, then you should go straight to the state where you plan to work for the registration (the information and contact for each state board is listed below).

      However, if you want to become a CPA for enhancing your credentials only (e.g. you work in finance and accounting department of a corporation, or in the banking / consulting field), the slightly different requirements actually allow candidates to choose a state that fits their education or working experience
      Accountancy. Thank you!

      Contact:
      Oregon State Board of Accountancy
      3218 Pringle Road, S.E. #110
      Salem, OR 97302-6307
      ■Email: david.r.hunter@state.or.us
      ■Phone: 503-378-4181
      ■Fax: 503-378-3575
      6. Contact:

      California Board of Accountancy
      2000 Evergreen Street, Suite 250
      Sacramento, CA 95815-3832
      ■Email: examinfo@cba.ca.gov
      ■Phone: 916-561-1703
      ■Fax: 916-263-3677

      Can’t Get Qualified In California?
      Don’t give up, as you may well be qualified to register through other states and sit for the same CPA exam. With the recent Substantial Equivalency (CPA reciprocity) rule CPAs from most states can practice across the country.
      ■Feel free to check out the CPA exam and license requirements here.

  12. QUESTION:
    What careers would be available to someone with a General Business Administration diploma or degree?
    Right now I am in the process of withdrawing from an administrative information management program for various reasons and was looking into different programs that I may like. While general business admin is similer to what I was in, the courses interest me more and was wondering where getting either a diploma or degree in that could take you? Could you be an administrative or executive assistant with this program? What other things?

    • ANSWER:
      Just tossing out some ideas — You might look into becoming an office manager for a small business, or look for a human resources role, or perhaps an operations role at a bank or corporation. Or perhaps combine w/ a certificate in accountancy to find an accounting role. Or try sales, if there is a particular product or service that interests you.

      Good luck!

  13. QUESTION:
    What careers can you go into with a degree in economics?
    Hello people, I was wondering what kind of careers you can get into with a bachelors degree in economics?

    • ANSWER:
      some examples I’ve looked into:
      Teaching(secondary), banks, large corporations at management level, accountancy firms and stock brokers.

      Alot of banks have specialist positions for economists. Its the degree not the subject that will help the most.

  14. QUESTION:
    Why is taking the career path towards an Accounting major is great for me?
    Can anyone tell me why choosing an accounting major for myself is great? I’m still very shaky on what to major in for my college career, and so far I’ve picked accounting. I need more information on why I think my choice is the best for me, so please, give me evidence and advice into why accounting is a great career.

    • ANSWER:
      Most people who major in accountancy end up in public accounting, at least for a few years. In public accounting (auditing), you get to know your client company really well. Public accounting for 2 yrs is roughly the equivalent of working for a corporation for 5 yrs, and you also get to know top management, people who entry level staff don’t get to talk with on a regular basis. There’s high turnover in public accounting, too, so your employer won’t be really pissed if/when you leave.

      Personally, I love public accounting and don’t plan to leave any time soon, but I have lots of friends who have left and are doing exceptionally well b/c of their experience. Majoring in accounting gives you more options b/c you have a better base knowledge, better experience, and better contacts. I’d definitely recommend it! However, if you’re already certain that you want to go into marketing or finance or something else, do what makes you happy. If you’re uncertain, you’ll learn about the different areas w/ accounting. Good luck!

  15. QUESTION:
    Am an individual& will be receiving Royalty payments soon from UK company-will tax be deducted?
    Should I form a company to receive these royalties ? Would emigrating to Europe and being non-resident help to reduce taxation?

    • ANSWER:
      Please note that I am not allowed to give specific tax advice, however, here’s my understanding (based on the royalty payments I receive from my publisher.)

      - The amount of royalty is determined by my contract. This will be paid IN FULL, with no deductions at source.

      - If I chose to receive the payments in my own name (I don’t, BTW), and they were the major part of my income, then I’d have to register as self-employed, pay various classes of NI, and pay tax on that income on a monthly or quarterly basis (depending on how big the payments were.)

      - If I chose to receive the payments in my own name (I still don’t), and they were a minor part of my income, then I’d just submit the figures on the “any other income” section of my tax return each year, and pay the tax required. (It is NOT the responsibility of the government to send you a tax return – if you have income that isn’t taxed at source you MUST contact the HMRC and ask them to send you such a thing.)

      - I personally choose to receive the royalties through my limited company. I, therefore, send my publisher an invoice each month, and they pay me.

      - My company is registered for VAT, and hence they pay me the royalties PLUS VAT… I then have to pay the VAT portion to the HMRC (quarterly), but they claim back the VAT they’ve paid me :-)

      In my case, the decision to receive the payments through a company was driven by the fact that I already had a company, and was prepared to assign the copyright of my books to it.

      The costs of running a company are not low – assume a few hundred quid to set it up, and £400-£700 a year for accountancy fees.

      The company will have to pay corporation tax (small companies rate – about 20%) on its PROFIT. That is to say, if the company buys business assets out of the income, then this will reduce the profit. I am guessing that a new laptop every year would, say, be a reasonable business asset for the kind of company that produces such things (no idea whether you’re a writer, recording artist, graphic artist, photographer, inventor or other…)

      If the company pays you money as dividends, and you are a basic-rate tax payer (including your dividend income), then the corporation tax is deemed to cover the personal interest payments… so there’s nothing more to pay. If you’re a higher-rate tax payer (try not to be!), then you have to pay the difference between higher-rate and basic-rate on your dividend income.

      The question of moving overseas is a big one, and not to be taken lightly… If you remit money back to the UK, then you can be taxed on it as if it were UK income in any case.

      When there are huge amounts of money involved, it can be worth living in a lower-tax regime for a while., though this is an area where you need specialist advice, (generally, at least a few years.)… However, there aren’t many of them in Europe – we have some of the lowest taxation in the EU – most “tax exiles” move to somewhere in Asia, or the US.

      Oh, don’t even think of pretending to move abroad while actually staying in the UK – the HMRC _will_ find you out, assess the tax you SHOULD have paid, add interest, fine you, and if they really think you’re taking the mickey, prosecute you.

  16. QUESTION:
    how long does it take to become an accountant after high school?
    I’m in my freshman year of college and i’m planning to become a certified accountant. I want to know how long would it take? also what kind of degrees would i need to become a certified accountant?

    • ANSWER:
      To become a CPA, you need to meet the requirements of the state or jurisdiction in which you wish to practice. These requirements, which vary from state to state, are administered by the state boards of accountancy.

      To qualify, you must first complete an accounting program at college. Most states require 150 credit hours of education. Some CPA candidates meet this requirement at the undergraduate level, while earning a bachelor’s degree in accounting. However, many schools offer 150-hour programs that award a master’s degree, usually in accounting or business administration. A master’s degree is recommended by the American Institute of Certified Public Accountants (AICPA).

      Candidates must also pass the Uniform CPA Examination, which is developed and graded by the AICPA. This computer-based exam is offered during 2-month “testing windows” four times a year. Candidates must complete four different sections: Business Environment and Concepts; Auditing and Attestation; Regulation; and Financial Accounting and Reporting.

      Finally, most states require a certain amount of professional work experience in public accounting. Some states will accept non-public accounting experience, such as experience working for a corporation or non-profit organization.

      It’s a good idea to contact your state’s board of accountancy to find out about specific requirements. See the Other Resources section for a link to the National Association of State Boards of Accountancy (NASBA).

  17. QUESTION:
    Where can I find a university that offers a coop program for accounting? For example you work?
    for somebody like the IRS one semester and then take full time courses the next semester? My current teacher was in a program like this and I’m having trouble finding a university that offer’s this, but
    I really want to do a Coop program to gain hands on experience while I’m learning. Please help. Thanks.
    I have called some places I have been interested in applying to ask them if they offer coop programs and haven’t had any luck yet.

    • ANSWER:
      The intended duration of internship of one semester is not uncommon, usually reserved for second year students or Finals of academic colleges. Applications may be college assisted and some instances, demanded as part of course curriculum.

      Emptor Caveat
      - Most companies private and government are reluctant to take on trainees of such short durations as they are usually not equipped and haphazardly planned, if at all.
      - Common practices of Multinationals and Government institutions to pay lip service to placate (unions) and boost self image of a socially responsible or caring company to boast favourable reviews to fish the best (and often ill informed) fresh graduates when performing half-yearly and yearly bulk recruitment.

      Whilst the companies pick and choose, the buyer (You) should similarly exercise due diligence when applying to the institutions.

      Sign Posts

      Formulate a working employee employer contract in black and white with concrete terms.
      - Demonstrate how you, their prospective applicant, will be able contribute to their company in concrete terms. (E.g. Able to do reconciliations, simple tax comps, etc.)
      - Show how the intend work targets can be achieved without compromise to the employer’s operations and the university’s concerns of lagging grades.
      (E.g. A clearly defined and agreed upon timetable between all parties concerned.)
      - Run, review and refine the proposal with trusted teachers, family and recruitment officers during recruitment fairs.
      - Get a letter of support from said teacher who interned at IRS.
      Submit all of the above to prospective employers with a narrow shot gun approach.

      Dig deep when it comes to knowledge and preparation.
      - Extending one’s pool of friends so that grape vine knowledge will allow assessment of companies and government sectors worthy of your efforts. Independent judgment will allow separation of substance from the gloss of big corporations.
      - Enriching internships are not easy to come by. Many less than satisfactory internships have most students spend time with the photocopy machines.

      (Whose mantra chanted from the blind leading the blind, includes peer groups, to protagonists of recruitment officers and consumer advocates, the users of the institution, which amount to only so much cacophony.)

      Timing of application.
      - Recruitment seasons vary industry to industry. Enquire from working adults in the related field and through teachers that may have industry connections.

      (In assumption, your teacher likely had insider assistance to enter IRS. Subject to the place of residency, most industries look at a minimum of lower education in the relevant subject.)

      - Obtain university information and support from teachers.
      Enquire from the registrar, education, curriculum department or from the student handbook on assistance and requirements to do placement period with industry. Some universities do have professors or teachers write letter of recommendations with existing industry links.

      - Alternative education
      Take a professional accountancy course.
      Certified Public Accountants courses are for working and studying persons. Downsides include a longer time to complete the course, which one can expect three to five years.

      Feel free to raise further questions.

  18. QUESTION:
    How do I become a licensed accountant/book keeper?
    Do I actually need to go to school for that or can I just take classes online?

    • ANSWER:
      To become a bookkeeper, little or no college is necessary. There is a certified bookkeeper designation, but it is not required. http://www.aipb.org However, an associates degree in accounting will definitely open up more job opportunities in the bookkeeping field. It may be possible to get an associates degree in accounting online. However, don’t get it from the for-profit schools like University of Phoenix. Some employers may be biased against these degrees and you don’t want to limit your opportunities. If at all possible, get your associates degree from a state school or community college.

      To become an accountant, you will need to have at least a bachelor’s degree. Some bookkeeping jobs are called accountants, but they really aren’t. If you find a job with a corporation, you won’t necessarily need to get the CPA designation. However, if you want to do public accounting, you have to pass the CPA exam and become registered with your state board of accountancy. In order to take the CPA exam, most states are requiring 150 semester credit hours of college including a certain amount of accounting courses and a certain amount of additional business courses. A bachelor’s degree only has 120 semester credit hours. To the best of my knowledge, there are very few schools that offer the required education online to become a CPA.

  19. QUESTION:
    Can cloud computing improve the efficiency and effectiveness of accountancy?

    • ANSWER:
      Cloud computing can be particularly useful in a situation where a corporation has numerous locations. Because all locations have access to the “cloud” the transactions can be recorded in real time rather than send a report to a central headquarter eliminating duplicate entry.

  20. QUESTION:
    What is the difference between a Limited Liability Company and a Limited Liability Partnership?

    • ANSWER:
      Limited liability partnerships are entities that shall engage in the practice of public accountancy, the practice of law or the practice of architecture. A limited liability partnership shall have two or more licensed partners.

      Limited Liability Companies consist of one or more members which may be individuals, partnerships, limited partnerships, trusts, estates, associations, corporations, other limited liability companies or other business entities. The members of a limited liability company are afforded limited liability similar to shareholders of a corporation and have pass-through taxes comparable to a partnership.

  21. QUESTION:
    Is majoring in Computer Engineering good?
    I need to know how good is Computer Engineering(rate it on a scale of 1 to 10). Please state its starting salaries, demand and any other useful info about it.
    And comparing CE with Accountancy and Electrical engineering, which one is better?

    • ANSWER:
      Computer engineering is a very good field if you have good skills in mathematics and a great passion for computer engineering (specially programming, cryptography, embedded systems, etc). Do not select this because others say so. Select this only if you like this.
      The starting salaries depend on what your qualifications and talents are. These mainly depend on the researches and projects you have done. Further the salaries depend on the employer also. Companies like Microsoft, Motorola and Intel pay very high salaries. But getting in to such a corporation is very hard. They have a very rigorous selection processes.

      Electrical engineering also requires good mathematical skills and some of its branches need very good computing skills also.

      You must decide what is good for you. Good Luck.

  22. QUESTION:
    What jobs are available for a guy with a Bachelors in biology?

    • ANSWER:
      I graduated with a Batchelors in Biology – you have several options:

      1. Research work – depending on your particular areas of interest within biology, this might be laboratory based or field based – you might find opportunities to undertake research either in a university (this is often funded and you can top up your income by helping with undergraduate education) – this could ultimately lead to a PhD and beyond, or you might undertake research within a commercial environment – a pharmaceuticals firm, for example.

      2. Teaching – as a graduate scientist, you are potentially in great demand as a secondary school teacher! You would have to do a 1 year PGCE (postgraduate certificate in education) and could enter a teaching position straight away from this. I believe the government helps to fund people who want to do this – in subjects where there is shortage of teachers.

      3. Other – you could use the fact that you have a degree in a decent academic subject as a potential launch into a variety of unrelated careers. I joined an accountancy firm and trained and qualified as a Chartered Accountant. Another Biology graduate friend of mine did a short course in journalism and now edits and writes for the medical press. Another joined a graduate entry programme in marketing in a large multinational corporation. Several entered the city on graduate training programmes (banking, insurance etc..).

      The world is your oyster – take your time to make the right decision, but don’t worry if you start something and it’s not right for you – while you are still young, it’s OK to change direction and try something else. Your working life ahead is potentially a long one, so it’s worth making sure it is mentally rewarding!

  23. QUESTION:
    accounting or actuary? which one is better in demand and for a person who likes math & working alone in office?
    Should i choose accounting or actuary????????/?
    i have to choose right now as an undergraduate because to be an accountant i have to go onto business field and to be an actuary i have to major in math. which one is a good field to go into?

    • ANSWER:
      OK, let me speak from experience. I am actually attending a college where I am double majoring in Math (BS / Actuarial track) and Public Accountancy (CPA/ BS). I honestly believe that both fields are demanding and rewarding, but to become an actuary you have to be passionate about Business and Mathematics. If you are just doing it for the money or title, it will only get you so far in the program before cracking under the pressure. I’ve seen this happen to my fellow classmates. Those that are determined and have a true like for risk management / consulting become actuaries. If you can only choose one major, than accounting is more rewarding and will keep you in the job market for a very good time with big corporations. Actuaries are limited to big companies like New York Life (Life insurance). If you become an accountant you have the potential to acquire a lot of title after the CPA, such as CMA or PFP. and there are plenty more. again to become an actuary and stay in the field you have to be the best at what you do (create mathematical models / program languages / consult)

      GOOD LUCK! If you need more information or advice. please contact me. or we can chat on a messenger program if you have msn or aim. i would be happy to answer all your questions

  24. QUESTION:
    What is the difference between a Chartered Accountant & a normal Accountant?

    • ANSWER:
      Chartered Accountant :

      Chartered Accountant (CA) is the title used by members of certain professional accountancy associations in the British Commonwealth countries and Ireland. The term chartered comes from the Royal Charter granted to the world’s first professional body of accountants upon their establishment in 1854. work in all fields of business and finance. Some are engaged in public practice work, others work in the private sector and some are employed by government bodies.

      Accountant :

      An accountant is a practitioner of accountancy, which is the measurement, disclosure or provision of assurance about financial information that helps managers, investors, tax authorities and other decision makers make resource allocation decisions.

      In many countries the designation accountant, or at least the more specific terms qualified accountant or professional accountant, is a certified accountancy and financial expert. Like other legally restricted professions including doctors and lawyers, different countries have their own training and examination systems to maintain the quality of qualified accountants in their jurisdictions. There are many professional bodies for accountants throughout the world.

      Accountants originally worked only in public practice, i.e. professional accountancy firms, selling advice and services to other individuals and businesses. Today, in addition, many work within private corporations, the financial industry and various government bodies.

  25. QUESTION:
    Has anyone have a holiday home in France how do you go about paying tax on rental income?

    • ANSWER:
      I assume from checking your questions and answers on this site that you are a UK resident which is something of critical factor.

      As a Brit, if you have an income in France from renting out French property, the rental income will be liable to French income tax. UK tax is also be payable on the income, with a credit for the French taxes paid.

      Non-residents pay French tax on the taxable income at a minimum rate of 20% and then at the scale rates up to 40% if the income is sufficiently high.

      Taxable rental income is calculated under two regimes in France: Revenus Fonciers, applicable to income from land and unfurnished lettings; and Bénéfices Industriels et Commerciaux (BIC) applicable to income from furnished lettings, which is treated for calculation purposes like commercial income (although for other purposes it is treated as investment income unless you are in a position to adopt a professional approach).

      Where the gross rental income (i.e. the total rental income before deductions) from furnished lettings is less than €76,300, the taxable income may be calculated under the Micro-BIC, a simplified scheme that simply taxes 32% of the gross income (i.e. 68% of the gross rental income is automatically deducted in place of actual expenses). No expenses need be demonstrated, no accounts are required and no separate tax forms for the business need be prepared. The main drawback of this regime is that it always shows a fixed taxable profit i.e. it can never show a lower net profit or a loss.

      the turnover exceeds the above thresholds, you will automatically fall within the income and expenditure method of calculation, the Régime Réel Simplifie (RRS). Under this method, actual expenditure related to the letting of the property is deducted e.g. management expenses; insurance; property tax; mortgage interest due in France; depreciation allowance; repairs; maintenance and improvement expenditure (generally where the property has been modernised, or made more comfortable, but where the structure of the property has not been changed). Improvement costs related to rebuilding or expanding your property are tax deductible for capital gains tax purposes only.

      Alternatively, should you make a loss or your expenses exceed the fixed ‘Micro’ deductions, you may opt into the RRS. Such an option is currently valid for a minimum period of two years, and due consideration should be given as to whether the additional costs of preparing near-full accounts and separate tax forms outweigh any tax saving made. In some circumstances, the option may be more beneficial, such as where there is a high level of expenses (e.g. a large amount of mortgage interest), if this gives rise to a loss which can be carried forward and set against future profits. There are also strict restrictions on the timing of such an option.

      With enough income it may be possible to register as a professional furnished landlord (loueur en meublé professionnel) and this does have some advantages with respect to French taxes, such as capital gains and wealth taxes. This is not necessarily suitable for non-residents of France because you will not be able to apply the Micro-BIC to the income, and it brings you fully into the French self-employment system. Also, for non-residents of France, although the French capital gains tax may be reduced, any UK liability will not be similarly reduced.

      If the property is held in an SCI (a private French property-holding company) or by a non-French company, the Micro regimes cannot be applied to rental income, and any tax savings from operating the RRS may be lost in additional accountancy bills. If an SCI lets a furnished property, the income becomes subject to corporation tax, not income tax. In any case, corporate ownership is not usually recommended where you will use the property yourselves if you are UK resident, because if you control a company, and are provided with free use of a company asset, such as a French property, the UK Revenue & Customs will seek to tax you on the benefit provided by the company. Where the property is never let, the charge can be quite high, particularly if you pay UK income tax at the highest rate (currently 40%). There are additional penalty taxes if the property is owned via a company in a country considered an ‘offshore’ tax haven by France.

      Does that help?

  26. QUESTION:
    Can someone show me the format for a resume?
    I’m applying for a job and they, apparently, need a resume. It’s been awhile and I’ve forgotten what the format is.

    • ANSWER:
      Sample Resume
      view it for real here

      http://www.collegegrad.com/jobsearch/Best-College-Resumes/Sample-Resume/

      _

      Tracy Q. Graduate

      Campus:

      456 College Hall

      Normal, IL 67890

      111-222-3333

      Tracy.Graduate@ilstate.edu

      Permanent:

      123 Main Street

      Anytown, CA 12345

      777-888-9999

      TracyQ@gmail.com

      Objective: Auditor position in the public accounting field in the Chicago area.

      Summary: • More than two years of progressive accounting and auditing experience.

      • Auditor internship with Ernst & Young in New York City.

      • Magna Cum Laude graduate with BBA in Accounting.

      • Proficient with MS Office, Quicken, Peachtree and the Internet.

      Education: Bachelor of Business Administration in Accounting, May 20XX

      Illinois State University, Normal, Illinois

      Graduated Magna Cum Laude with a GPA of 3.6 on a 4.0 scale

      Courses taken included:

      Managerial Accounting Corporate Audit

      Intermediate Accounting I & II Financial Management

      Sarbanes Oxley Requirements Internal Audit

      Accounting for Not-For-Profits Managerial Economics

      Experience: Auditor Internship, May 20XX to August 20XX

      Ernst & Young, New York, New York

      • Participated in the annual audit of Zephyr Megalithic Holdings, including development of the final certification report.

      • Participated in quarterly audit of Alpha Bank Corporation, including identification and correction of over twenty major accounting errors.

      • Developed several Excel spreadsheet macros currently in use for reducing entry time and automatically cross-referencing for errors.

      • Received Employee of the Month award twice—first intern ever to win the award.

      Accounts Payable/Bookkeeping Clerk, May 20XX to Present

      Anytown Tax and Bookkeeping Service, Anytown, New York

      • Assisted (via remote) with payroll, tax, and account processing.

      • Developed automated monthly sales tax payment system.

      • Implemented Rapid Tax Refund service for individual customers.

      Activities: • Vice President, Student Accountancy Chapter, 20XX-20XX

      • Treasurer, Phi Beta Kappa honors society, 20XX-20XX

      • Residence Hall Assistant, 20XX-20XX

  27. QUESTION:
    Why have employee numbers in Secondary sector declined but tertiary sector increased in the UK recently?

    • ANSWER:
      the secondary (manufacturing) employment in the UK has declined since the 70′s as our economy has moved towards a service (tertiary) structure. Reasons for this are the globalisation of manufacturing industry – in the first stages Japan was a big beneficiary – really uptil the late 80s, until things got so expensive there the circus shifted to S.E. Asian economies…eg South Korea etc…who then had their period of rapid expansion (and rising wages) in the 90′s. Now China has been on the economic map since the 80′s steadily building up its manufacturing infrastructure at but has taken over from SE Asia. Really its about cheap labour and other factors of production such as land (for factories)etc. The UK cannot compete with wages 90% lower (even lower in cases of slave labour!) than the minimum wage…plus anyone who knows house prices in the UK wont find it difficult to imagine we cannot compete on land. So there have been manufacturing job losses as these activities have relocated overseas. In parallel, tertiary (service) industries have developed – though the term would include burger flipper as well as investment bankers. Producer services are the higher value added ones such as marketing, investment banking, legal, IT etc. Generally, these require quite high skill levels of human capital – which uptil recently have been difficult to find outside of developed western economies. So we have what is known as the international division of labour, which we move into high skilled, high value added service industries whilst low wage, low skilled assembly and production work is farmed out to the developing world. The agents conducting this change are so called Transnational (or multinational) corporations (TNCs or MNCs). The problem is now that with improvements in skill levels overseas coupled with improvements in communications eg internet, many of the low to middle end service jobs can now also be exported to the third world. It started with call centres, but now includes accountancy, research, IT, marketing. This is known as hollowing out. Again the MNCs who are engaged with this shifting of jobs benefit from the lower wages and have higher profits as a result. So clearly for the UK it is better to improve your skill levels etc hence the governments program to massively expand university numbers…but the UK must be becoming uncompetitive as factor inputs are very high and the level of education and skills is increasing over time in India and china etc…so you need to study hard! Even that might not be enough!

  28. QUESTION:
    What an accountant should do in his field?

    • ANSWER:
      In many countries the designation accountant, or at least the more specific terms qualified accountant or professional accountant, is a certified accountancy and financial expert. Like other legally restricted professions including doctors and lawyers, different countries have their own training and examination systems to maintain the quality of qualified accountants in their jurisdictions. There are many professional bodies for accountants throughout the world.

      Accountants originally worked only in public practice, i.e. professional accountancy firms, selling advice and services to other individuals and businesses. Today, in addition, many work within private corporations, the financial industry and various government bodies.

      Work for the IRS. Do taxes out of an office. Set up a bookkeeping service. Lots of work for accountants out there.

  29. QUESTION:
    what other search engines are there besides yahoo and google?
    I just need to know

    • ANSWER:
      General:

      Ask.com (formerly Ask Jeeves)
      Baidu (Chinese,Japanese)
      Bing (formerly MSN Search and Live Search)
      Cuil
      Duck Duck Go
      Google
      Kosmix
      Sogou (Chinese)
      Yodao (Chinese)
      Yahoo! Search
      Yandex (Russian)
      Yebol

      Geographical limited scope:

      Accoona, China/US
      Alleba, Philippines
      Ansearch, Australia/US/UK/NZ
      Daum, Korea
      Goo, Japan
      Guruji.com, India
      Leit.is, Iceland
      Maktoob, Arab World
      Onkosh, Arab World
      Miner.hu, Hungary
      Najdi.si, Slovenia
      Naver, Korea
      Rambler, Russia
      Rediff, India
      SAPO, Portugal/Angola/Cabo Verde/Mozambique
      Search.ch, Switzerland
      Sesam, Norway, Sweden
      Seznam, Czech Republic
      Walla!, Israel
      Yandex, Russia
      ZipLocal, Canada/US

      Accountancy:

      IFACnet

      Business:

      Business.com
      GlobalSpec
      Nexis (Lexis Nexis)
      Thomasnet (United States)
      GenieKnows (United States and Canada)

      Education:

      GetEducated.com (Online degree programs from the US)
      Enterprise
      See also: Enterprise search
      AskMeNow: S3 – Semantic Search Solution
      Concept Searching Limited: concept search products
      Dieselpoint: Search & Navigation
      dtSearch: dtSearch Engine(SDK), dtSearch Web
      Endeca: Information Access Platform
      Exalead: exalead one:enterprise
      Expert System S.p.A.: Cogito
      Fast Search & Transfer: Enterprise Search Platform (ESP), RetrievalWare (formerly Convera)
      Funnelback: Funnelback Search
      IBM: OmniFind Enterprise Edition
      ISYS Search Software: ISYS:web, ISYS:sdk
      Jumper 2.0: Universal search powered by Enterprise bookmarking
      Microsoft: SharePoint Search Services
      Northern Light
      Open Text: Hummingbird Search Server, Livelink Search
      Oracle Corporation: Secure Enterprise Search 10g
      SAP: TREX
      TeraText: TeraText Suite
      Vivisimo: Vivisimo Clustering Engine
      X1 Technologies : X1 Enterprise Search
      ZyLAB Technologies: ZyIMAGE Information Access Platform

      Mobile/Handheld:

      Taptu: taptu mobile/social search
      JobBixee.com (India)
      CareerBuilder.com (USA)
      Craigslist (by city)
      Dice.com (USA)
      Eluta.ca (Canada)
      Hotjobs.com (USA)
      Incruit (Korea)
      Indeed.com (USA)
      LinkUp.com (USA)
      Monster.com (USA), (India)
      SimplyHired.com (USA)
      Naukri.com (India)

      Legal:

      WestLaw
      Lexis (Lexis Nexis)
      Quicklaw
      Manupatra

      Medical:

      Bioinformatic Harvester
      Entrez (includes Pubmed)
      EB-eye EMBL-EBI’s Search engine
      GenieKnows
      GoPubMed (knowledge-based: GO – GeneOntology and MeSH – Medical Subject Headings)
      Healia
      Searchmedica
      WebMD
      PubGene
      Nextbio (Life Science Search Engine)
      VADLO (Life Sciences Search Engine)

      News:

      Google News
      Daylife
      MagPortal
      Newslookup
      Nexis (Lexis Nexis)
      Topix.net
      Yahoo! News

      People:

      PeekYou
      Ex.plode.us
      InfoSpace
      Spock
      Spokeo
      Wink
      Zabasearch.com
      ZoomInfo

      Real property:

      Fizber.com
      Home.co.uk
      HotPads.com
      Rightmove
      Zillow.com

      Television:

      TV Genius

      Video Games:

      Wazap (Japan)

  30. QUESTION:
    Should I be a doctor or businessman?
    I would like to be an Anesthesiologist because the money is very good. But I would also like to be a businessman because I want to be a CEO of a major company.

    Got any suggestions?

    • ANSWER:
      Unfortunately, to become an anesthesiologist, it takes 12 years of formal training at a university level which includes the internship in that specialty. However, obtaining a graduate degree in Business or Accountancy takes far less time and if you are lucky, you can be selected as a CEO of a major profit making corporation.

      Good luck!

  31. QUESTION:
    Could a student who’s graduated from university in the US and worked for 2 years in their field…?
    find a job in london?

    i know i asked a question similar to this not long ago, but what about if i had a few years under my belt?

    also, is it possible for people to get a job with an international business corporation and then move to a different country but still work for the same company?

    or is that not done?

    • ANSWER:
      If you can get an employer to sponsor your work visa application, then great. This can be done as I work with several Americans in similar situations. But this is difficult to do.

      Try to get a role with an international company, say an accountancy firm, a management consultancy or a software company! Then travel!

      It can be done.

      Good luck.

  32. QUESTION:
    What is it like to be an accountant?
    I’m at a career threshold and I’d like to know more about accounting. I enjoy copy editing, but it’s a dying profession, but it seems to me that accounting might have some of the same feel of combing things out and putting them right. Could any accountants out there tell me what their work lives are like? Heavy influence on the nuts and bolts would be appreciated. (For example, engineers work in big rooms, in a sea of desks. They never work alone. There’s a lot of noise. There’s no room for creativity, etc. etc.)

    • ANSWER:
      1. You will be required to have a razor sharp memory. You will be appreciated if you could remember figures, the position in the group etc.
      2. If you like algebra, x,y,z then accounting profession is not for you.
      3. Accounting is all about identifying where the funds have come from and how the funds were used. So you are expected to keep track of each an every cent.
      4. When u join a company as an accountant, ensure that the company has good accounting policy and their accounts are disciplined. I am not aware about the international scenario. But by and large, lot of corporations in my country give least priority to accounts. But in the end, the poor accountants are squeezed to finish a 1 year job in just 1 month which will be a hell.
      5. If you are going to practice accountancy (CPA/CA/ACCA as it is called in various countries), then the profession will be such that you should certify that their accounts are fair. But practically majority of clients maintain poor accounting records and will force you to certify. If you dont certify their accounts as fair then there are always other accountants to take the risk of false certification and u might lose ur client. But believe me they live in fear – fear of legal consequence of improper certification. If you are good at managing legal stuff, or if you are good at dealing legal authorities, then accounting is the best place for you.
      In case you want more details, please feel free to ask me at kingsley_smiley@yahoo.co.uk

  33. QUESTION:
    What is it like to work as an accountant? Are you happy in your workplace? your life? Thank you foryourcomment
    As an accountant, have you had to deal with management that have tried to cook the books? If you had another chance, would you be in the accounting profession again? Do you feel like the industry is still an honest profession? What are your daily responsibilities? If one had a masters in accountancy, bachelors in accounting and a bachelors in business administration, how would that translate into job openings? Could one make a good living with those degrees? Is it hard to move up the ranks? Are there a lot of office politics in your corporation? How is the office culture in those large accounting firms? KPMG, Anderson, Pricewater coopers etc… Is it hard to find an entry level position..Is it hard to find a job working for the IRS… In the accounting industry, if you could pick any entity to work for, which entity would you pick? A corporation, IRS, auditing? etc..Anything about your life as an accountant would be helpful . Thank you for every one of your comments..THANK YOU

    • ANSWER:
      That’s a long question and will differ for everyone and their attitude towards their work. Also, accountants will specialize in different areas and again have different types of work. The management I deal with is very strict about being sure the books are according to GAAP and the company is audited by PWC each year. The industry as a whole is honest. There will always be someone in the world who is out for themselves, but more and more restrictions are being put in place.
      Daily responsibilities include working with the IRS to determine the proper amount of taxes for the company to pay. This means going to the field personnel in response to a question by the IRS to determine what the expenditures were for. A lot of paperwork.
      Job openings are good for the credentials you have as long as your grades are good to go with them as well. Having the paper but not the grades won’t cut it.
      Yes, you can make a good living. Entry level accountants are running around K and that depends on what state, etc. As you work your way up, you can break the 0K ceiling.
      Moving up in the ranks depends on your work ethics, job performance, etc. There’s always mobility in a larger organization, not so in a smaller one.
      Yes, office politics are everywhere and more so in a larger corporation.
      Office culture – the younger accountants tend to stick together, eat lunch together, socialize outside of work, etc. Teamwork is a key to success here.
      In the big firms, you can get in an entry level position if you have the good grades from a good school. Most recruiters are looking for 3.5 or better GPAs.
      The IRS is going to be easier to get the job. Their hours are better and their pay is becoming much more competitive.
      I did work for a large corporation as well as a small one. I like the large one better because there are more benefits, retirement, health coverage, dental, etc. In a smaller company, you’ll have greater diversification but it will be harder for you to take time off since no one is there to back you up.
      I’m glad I’m a CPA and have had the chance to work for both large and small companies as well as PWC. It has helped me a lot over the years with a number of things and I’ve learned a lot more than I ever thought I would. If you have a love of numbers and like to work things out, you’ll do great.

  34. QUESTION:
    i never studied accountancy, Please can someone help me in defining what Accounting is?

    • ANSWER:
      Accounting in a corporation is capturing the economics of the business. Accounting firms in the United States can do any of the following: Audit/Review business’s financial statements, tax accounting, business consulting, etc. If a company or a person makes a dollar, you can bet an account analyzed it.

  35. QUESTION:
    I have LL.M. in Tax. Also, I took UCC Articles 2,3,4, and 9. What should I do to be eligible for CPA?
    I have an LL.M. in Tax. Also, in my JD program, I took such classes as UCC Articles 2,3,4, and 9; as well as Corporations, Partnerships, etc. What should I do to be eligible to sit for the CPA Exam?

    • ANSWER:
      It depends on your state (or the state in which you want to practice.) Google your state’s accountancy board, and then look up what the requirements are. For instance, here in CA, we have to have 24 semester units of business classes and 24 semester units of accounting classes, and there are a couple of classes we have to take (I can’t rememeber off the top of my head what they are- I think one was auditing and assurance, but I’m not 100%). Then, we also have to have 150 semester units all together- not necessarily all in related subjects, but you have to have at least 150 units to sit (you can do it by experience, instead, but then you cannot sign audit or attest reports, which is a big minus.) You also have to have a Bachelors degree in accounting or a closely related field. I’m not sure if yours will count (but probably would).

      Then you sit. When you pass all four parts, you have to gain all of your hours of experience. Then you have to pass an ethics exam. Then you’re a CPA.

      Best of luck! :0)

  36. QUESTION:
    What’s this Monty Python episode/movie!? *explained below*?
    What’s the Monty Python episode/movie where the old people in an office skyscraper building turn on the younger people making them work. The old folks then brandish weapons made of random office supplies and sail the building into another city and attack other buildings?
    thanks!!

    • ANSWER:
      The legendary accounting pirates of The Crimson Permanent Assurance, directed by Terry Gilliam from Monty Python’s The Meaning of Life (costing £1 million, most of its budget!):

      ‘In the bleak days of 1983, the Crimson Permanent Assurance, an accountancy staffed by elderly workers much like a slave ship, has been taken over by efficiency-minded corporate types. When they sack an employee, there’s an uprising, and the building is unleashed from its moorings to sail across the (dry) ocean and take on the financial centers of the world, starting with an all-out attack on the large skyscraper housing The Very Big Corporation of America, complete with filing-cabinet cannons, ceiling-fan broadswords, and paper-spindle short-swords.’

      Here it is on youtube in two parts links below.

  37. QUESTION:
    Is anyone here a CPA that does taxes? I need answeres to these questions please.?
    What does it take to become a CPA?
    What’s the best way to study for the CPA exam?
    What’s the CPA exam like?
    What’s the difference between being a CPA and just having a degree in accountancy?
    What is the starting salary for a new CPA?
    What are the places can a CPA in taxes work at?

    • ANSWER:
      Each state has its own requirements to become certified. You can check with your state licensing board for the specifics.
      1. Education – You need to have a certain number of credit hours of college level accounting courses. Then you need to pass the exam and have a certain amount of years of experience (1 – 3 depending on the state).
      2. I took the a prep course. It was expensive but worth it. There are a number of different study aids so it really depends on your personal commitment and study habits.
      3. The exam is very comprehensive and difficult. The pass rate is very low. When I took it, calculators were not allowed but today they are. It’s an ever changing animal!
      4. In reality, nothing. But the perception of the public is that if you are a CPA, you know your stuff. Today, employers want the CPA designation as a minimum.
      5. Salary will depend on many things such as geographic location, industry (public or private), employer (large or small) and the position (tax, general). The potential is great if you are talented and work hard to keep up with the changing atmosphere.
      6. A CPA specializing in tax will most likely work in a public accounting firm ( and i suggest you get some experience in one…the education is immeasurable.) Public firms are tough though. The hours during tax season are long and your social life will be nonexistent. Some firms specialize in an industry too so your exposure to issues will be concentrated. If public is not for you, then working for a corporation is possible. You most likely will be in the HQ office and will have a limited number of issues (unless its a multi national with many lines of business.) The last is with the government, or specifically, the IRS. The issues will be wide spread and will be a good learning experience. The pay is not the tops but the experience will be valuable to take to your next job.
      I’ve been a CPA for almost 20 years and it’s been very rewarding. I took the exam 4 times and passed all four parts on the 4th time. Failing it should not be discouraging. You need to give yourself 5 months of heavy studying and you should be able to pass.
      Good luck.

  38. QUESTION:
    I want to be an accountant, advice please?
    Okay, i’m approaching the age of 19 and i have just started a full time “Financial Book Keeping” course, i might be getting an apprenticeship in accountancy, i would like to pursue a career in accountancy. Doe’s anyone know how long it would take me to be a fully qualified accountant in the United Kingdom and any advice on how pursuing this career successfully? I would be most grateful.

    • ANSWER:
      Ok, you should stay in your course, look for outside oppurtunities, get stuff put in your resume

      Dont slack off, pay a guy to bat you if you slack off (for every positive thing you get acconmplished, give yourself a reward like a jellybean,)

      once you got stuff in your resume, you should sent it to corporations, i haved a brother in the united kingdom who started rich and became even more rich, With my advice.

      Soooo yeah,

  39. QUESTION:
    What would i study to become a CFO?

    • ANSWER:
      You probably would study accounting first. Most Chief Financial Officers of publicly traded corporations are first Chief Accounting Officers (CAOs), and the CAO generally reports to the CFO, who reports to the CEO.

      You might choose to get a B.B.A. in Accounting, then go to school to get a M.S. in Accountancy, and then get an M.B.A. with a focus in Finance. It certainly wouldn’t hurt to be a C.P.A.

      Finance officers must rely on the integrity of financial statements (Income statement, balance sheet, and cash flow statement, to name a few) in order to make prudent financial decisions. If you don’t know how to do the accounting to produce those statements, you will just be hoping someone else has been doing his homework when you make your decisions.

      People who study finance first tend to be bankers, wall street traders, investment brokers, insurance agents, commercial real estate brokers, etc. Accountants tend to be CFOs.

      So the other guy’s answer of FINANCE is not correct. You could study finance, but you would likely need to get a double major in finance and accounting, or otherwise work in the field for 10-15 years.

  40. QUESTION:
    Accounting career pretty easy or hard?
    So is accounting pretty easy, just more tedious because of working with numbers all the time? Or if it is difficult then what makes it difficult?

    • ANSWER:
      If you will work for a corporation it can be quite varied work depending on the specific role. A lot of CEO’s have accountancy qualifications or were promoted from the finance function, thats because a modern finance professional is schooled in business management and strategy, i would say depending on the body you study with, that only 40% of the syllabus is numbers based & rules based, 60% is about how to run a business rather than how to measure financial results. You can however start life as an auditor or in practice i.e. your clients would be the corporation and you would prepare or audit their annual accounts, or advise on accounting and tax issues, this is much more technical, and certain accounting organisations would offer a syllabus and membership more appropriate to this field. It can be easy and it can be hard, it can be low, medium or high paid. I find its the most open of the professions, i.e. its easiest for anyone to get into (barriers to entry are low,just hard work), at any age, or qualification level.

  41. QUESTION:
    what are various fields in law?
    i am doing my chartered accountancy from icai, currently in ipcc level. i have a lot of interest in law. what are various fields in law which i can do in future..??

    • ANSWER:
      Law

      Canon law
      Comparative law
      Constitutional law
      Competition law
      Criminal law
      Criminal procedure
      Criminal justice
      Police science
      Forensics
      Islamic law
      Jewish law
      Jurisprudence (Philosophy of Law)
      Civil law
      Admiralty law
      Animal law/Animal rights
      Corporations
      Civil procedure
      Contract law
      Environmental law
      International law
      Labor law
      Paralegal studies
      Property law
      Tax law
      Tort law

      also try this link: http://en.wikipedia.org/wiki/Law

  42. QUESTION:
    questions about doing certain mistakes in jobs .?
    im just curious about certain jobs . especially accountancy and maybe jobs like purchaser etc or similar.

    cause i believe you guys dealt with large numbers on a daily basis. and sometimes if a number is especially large , it might , in my opinion may leads to mistake .

    An additional zero would cause a huge difference .

    so if one were to enter an extra zeros due their mistake , or perhaps failed to notice the mistake even after a simple checks . what will happen to that employee ? assuming they have clean record or a fairly new employee ?

    what will the company do on the other hand for remedies:?

    • ANSWER:
      In general mistakes of this type happen at all levels. So what happens depends on the level, frequency and when this occurs in the job position of the person. If it frequently occurs with a CFO who is responsible for the financial reporting of a large corporation I suspect may be let go. If it is a clerk keying in invoices into a system worksheet I suspect there are checks and balances occurring to catch this so a couple wouldn’t be a problem it is occurs in all work then there could be additional training etc. for the individual. I hope this helps and wish you all the best. Good luck

  43. QUESTION:
    Are social programs, cap and trade and potential “HC Reform” nothing short of legalized theft by vote?
    Seriously, HC is no more a right then marriage, driving a car or joining the military so are the people who want to continue welfare, SSN, Medicare, medicaid, S-CHIP, WIC,….just simply voting for the income of others to provide for them? Does this not make it harder for the provider class to provide for their own families? If you want to be compassionate do it with YOUR OWN MONEY.

    • ANSWER:
      YES ….. and …….. NO!

      ANY form of tax can be seen as “legalised theft” by those disinclined to pay it.
      If tax avoiders truly are opposed to tax payment, let them forsake the benefits that taxes provide.

      Taxation is the process of communally, collectively affording that which cannot be provided individually.
      To remove State/ Federal taxation levies in favour of personal compassion with ones own money would be to return to feudalism and the iniquitous living conditions of fiefdoms.
      The evidence for this is readily observed amongst the planet’s strife torn nations that lack the cohesion that national taxation implementation provides.

      The major problem in your contention is the “Broken Windows Fallacy”.
      For explanation of this theorem see :

      http://en.wikipedia.org/wiki/Parable_of_the_broken_window

      By the community through taxation funding facilities, industry and private services are stimulated rather than diminished. If reliant on private, individual funding there would be insufficient hospitals to provide the beds, expertise, research or facilities to provide the for the level of service currently enjoyed by the many including the wealthy. It is virtually uncontested most places in the world that break-through drug developments and therapies owe their origins to government research establishments, NOT private corporations.
      Similarly, tax funded military budgets have unlikely spin-offs that “wealthy only” contributions would not provide. Non-stick fry pans, microwave ovens — a host of electronics — and sophisticated accountancy are but few examples.

      Ultimately while many may not reap the rewards of ALL the benefits of taxation, there will be many aspects that are particularly personally appreciated beyond one’s own affordability that may not be accessible to others.
      It’s all about swings and roundabouts : what one misses out on in one area, one picks up in another.

  44. QUESTION:
    How to live in the UK?
    You see, I’m from Latin America and I just finished High School, however, once I’m done with College, I want to work in the UK, so… what exactly must I do to legally live and work there? Or is it up to my country? I might apply for “indefinite leave to remain” or official citizenship after being a resident for a couple years, but how is it that I get to live there?

    I do hope I make myself clear…

    • ANSWER:
      If you are Latin American, check to see if you are eligible for Spanish citizenship through ancestry. If not, then you either need a Masters or PhD to qualify for the Tier 1 visa, or you need to get transferred to the UK with your employer on a Tier 2 Intercompany Transfer visa. Try to get a job with a global corporation that has offices in your country and in the UK – accountancies, banks, hotel chains, oil companies, consumer packaged goods company, etc, work your way up to management level, then transfer over.

  45. QUESTION:
    Master of Accountancy, Master of Economics, or MBA?
    I want a career, All of these interest me, just wondering what you thought about these position concerning Salary, Enjoyment, and Position Demand

    • ANSWER:
      MBA is more of a corporate degree. People who want to go far inside their corporation tend to need MBAs if they are going to be taken seriously (not to imply that other Masters’ degrees aren’t valuable, but MBAs just tend to get more visibility). However, MBAs are a dime a dozen, so if you aren’t planning on going to a “name-brand” school, consider your options a little further.

      MA Econ is more of an academic degree. If you want to go down this route, get a Ph.D., it is worth a lot more and will open WAY more doors for you than just an MA Econ. I know this from experience!

      Master of Accountancy is sort of an in between one. It can open corporate doors for you but chances are you will be a behind-the scenes kind of person for a good while. So again, if you want to go corporate and move up quickly, stick with the MBA.

      As far as salary, enjoyment and demand… it really depends on what you are trying to do with your life. Salary may not be as great as you think starting out with any degree (unless you go to a top-notch school) but over the course of your lifetime they all pretty much even out. Same for enjoyment, it really depends on your personality.

      As far as demand: MBAs are in high demand as corporations are struggling with how to deal with the global economy. Econ majors are more rare, so you might have to explain exactly what you studied on a regular basis (get a Ph.D. and you will find many more opportunities… and higher starting salaries). Accountants are more run-of-the-mill but are becoming more and more necessary as the MBAs usually don’t know squat about managing money.

  46. QUESTION:
    Acquiring a work permit?
    Please tell me the procedure to acquire a work permit for a foreign country?
    Mostly US/UK. Am african and wanted to know the process

    • ANSWER:
      Either you have skills that are experience a shortage of local workers – mainly engineering and scientific specialties requiring a Masters or PhD. Or you get a job in your country for a major corporation that has offices in the US or UK then after a few years apply for an intercompany transfer to their US or UK office. Global banks like HSBC, accountancy firms like Deloitte, oil companies like Shell, etc have offices around the world and are very good at transferring employees to other countries

  47. QUESTION:
    What does an Accountant do?
    I am a freshman in high school and I have been trying to learn about accounting. I have a few questions like. How long does it take? How much do they make? Do you need to be really good at math? What are the best schools? Is it in demand?

    • ANSWER:
      accountancy course will take about 4 to 5 years. to be a good accountant, you have to start at the bottom as an accounting clerk and thru experience will grow to manager position. accountants salary vary by position and by type of organization. multinational corporations pays their accountants well. you don’t have to be good at math, but you have to be analytical, keen to details and perseverance. after accountancy course, take the cpa board exam. a cpa gets the best positions and the highest pay.

      an accountant’s job is to record the company’s transactions in the company’s books, prepare payrolls, prepare financial statements, financial analysis, prepare income tax returns, other reports.and a lot more. an accountant’s job is always in demand. in every company or organization, there is always an accountant. who else will prepare the payroll and tell the owner if the company made money or not, it is us the accountants.

  48. QUESTION:
    Does any of you know any company who offers job with visa sponsorship/offers relocation? Please help me. Tnx!?
    I am a 28 year old BS Accountancy graduate major in Accounting in a university here in the Philippines. I have been working for more than 5 years now in leading corporations here in the country. I am looking now for a possible employer overseas who is willing to give a visa sponsorship and or extend relocation costs.
    If you know of any website, please post them.
    Thank you very much!

    • ANSWER:
      Haliburton..

  49. QUESTION:
    What do accountants do?
    I’m leaving school next year but need to apply for a college and have seen an accountant course. I’ve never thought about it before because I’ve heard its boring but I dont even know what they do. What do they do? Do you need to be really good at maths? Is it really as boring as it sounds? Is anyone here an accountant, If so can you explain to me what you do on a daily basis? (Im in the UK by the way) Thanks alot!

    • ANSWER:
      Accounting (or Accountancy) varies by the type of position within a company one would get. Accounting does not vary that much between countries. I am in the US and I hope this helps.

      As a general rule, the role of the accountant is to process and record the financial transactions of a company. Yes this does sound boring. However, it may not be. Some accountants work on very mundane items such as the recording and monitoring of fixed assets. Others participate in cashflow analysis and business planning. Some accountants are over-educated bookkeepers. Some are valued business analysts and consultants.

      My history has been with a Public Accounting Firm as I am a Certified Public Accountant in the US. My role has been anything but boring. I am an auditor by trade and have worked with companies ranging from local, one location manufacturing companies to multi-national corporations. I’ve worked with healthcare institutions and not-for-profit charities. In these roles, I have been all over the US and to Argentina and Germany.

      In an auditor role, you are expected to be able to test the transactional level recording of business transactions for an business enterprise using statistical sampling and judgement. This means you have to have an understanding of the accounting rules (whether US GAAP, UK GAAP, international standards or whatever rules apply to the company).

      I feel that I have received a large amount of business insight from working closely with a company’s management as part of our job is to understand the business rationalle for the transaction. What is the substance of the transaction…

      Math skills help greatly. However, much of what we do is understanding calculations conceptually. However, we do have to approve of complex calculations. We also have calculation tools to be able to work with this. On a daily basis, I do not face anything more complex than adding, subtracting, multiplying and dividing.

      I know you are in the UK but maybe this website linked by the American Institute of Certified Public Accountants may help:

      http://www.startheregoplaces.com/?SSID=AC721B0F33BA4818AC0201E93DFC517D

  50. QUESTION:
    Can anyone refer me to a great tax accountant near San Jose, CA?

    • ANSWER:
      Moore Accountancy Corporation
      1175 Saratoga Ave Ste 6
      San Jose, CA 95129-3427
      (408) 253-8599

      The company has been around forever & my family all goes to them. Scott is the owner.


accountancy corporation

Bylaw Of Corporation

Frequently Asked Questions

  1. QUESTION:
    Can an accountant lose their certification, if they made changes to my corporation, by adding minutes?
    Can a accountant, whom is part of the family, lose the certification, if he went ahead and add minutes, and change the bylaw of our corporation, with having a set meeting?

    • ANSWER:
      What certification, and what are the standards set by the board that certifies? You would need to look at the information on ethics set forth by the certifying organization, and see what rises to the level of losing the certification. The situation you present does not sound as if it would rise to that level unless the change in the bylaws somehow benefited him financially to the detriment of shareholders.

  2. QUESTION:
    What are the voting rights or the decision-making process within a corporation?
    like who makes the decisions in a corporation? does every part of the corporation need to follow those decisions?

    if you could tell me the answers to these, please tell me where you found the info. and if you can’t but know where i could find out about this – in simple terms (for a basic project) – please tell me the web address.

    any sources besides Wikipedia would be greatly appreciated.

    thanks.

    • ANSWER:
      In Britain, the commonwealth and US, the voting rights and decision-making process are similar.

      We shall use US terminology, but the principals are the same from England to India. In an organizational chart of today’s corporations, there are four separate “layers” of people.

      (1) The “shareholders” of the corporation occupy the top layer. They own the corporation and are entitled to a share of the corporate profits. Their only regular “job” is to elect the members of the board of directors (see Layer (2)), but the shareholders have _no say_ in the day-to-day management of the corporation.

      (2) The “members of the board of directors” (“directors”) are the second layer. They are elected by the shareholders, and they in turn “appoint” the officers (see Layer (3)). The board of directors meet usually only four times per year, and the board makes all the “BIG” decisions — whether to approve a merger, open a new factory, borrow a major amount of money, etc.

      The meetings of the board of directors are “led” by the “chairman” (“chairman of the board”), who is elected by the entire board. However, the only real power of the chairman is to lead the meeting of the board, unless the byalws of the corporation give the chairman additional powers. (Under the bylaws of some major corporations, the chairman of the board has more power than any other person in the corporation.)

      (3) The “officers” of the corporation occupy the third layer. As mentioned above, the officers are appointed by the board. The officers include the president, vice presidents (including executive vice president, senior vice presidents, etc.), the treasurer and the secretary. The specific duties of each officer are set forth in the bylaws. In general, the president is charged with the responsibility of carrying out the decisions of the board of directors and of managing the day-to-day operations of the corporation.

      Under the bylaws of some major corporations, the president has more power than any other person in the corporation.

      (4) The “employees” of the corporation are the fourth layer.

      Employees serve usually at the pleasure of the officers, and their duties are defined by the officers.

      In order to give you citations for this information, then please re-post with the country/state with which you are concerned. In general, these matters are explained in text books for corporate law in law schools. We do include a link to the related Wikipedia article and direct your attention to the many citations and links at the bottom.

      Hope this helps.

  3. QUESTION:
    What are the voting rights or the decision-making process within a corporation?
    like who makes the decisions in a corporation? does every part of the corporation need to follow those decisions?

    if you could tell me the answers to these, please tell me where you found the info. and if you can’t but know where i could find out about this – in simple terms (for a basic project) – please tell me the web address.

    any sources besides Wikipedia would be greatly appreciated.

    thanks.

    • ANSWER:
      In Britain, the commonwealth and US, the voting rights and decision-making process are similar.

      We shall use US terminology, but the principals are the same from England to India. In an organizational chart of today’s corporations, there are four separate “layers” of people.

      (1) The “shareholders” of the corporation occupy the top layer. They own the corporation and are entitled to a share of the corporate profits. Their only regular “job” is to elect the members of the board of directors (see Layer (2)), but the shareholders have _no say_ in the day-to-day management of the corporation.

      (2) The “members of the board of directors” (“directors”) are the second layer. They are elected by the shareholders, and they in turn “appoint” the officers (see Layer (3)). The board of directors meet usually only four times per year, and the board makes all the “BIG” decisions — whether to approve a merger, open a new factory, borrow a major amount of money, etc.

      The meetings of the board of directors are “led” by the “chairman” (“chairman of the board”), who is elected by the entire board. However, the only real power of the chairman is to lead the meeting of the board, unless the byalws of the corporation give the chairman additional powers. (Under the bylaws of some major corporations, the chairman of the board has more power than any other person in the corporation.)

      (3) The “officers” of the corporation occupy the third layer. As mentioned above, the officers are appointed by the board. The officers include the president, vice presidents (including executive vice president, senior vice presidents, etc.), the treasurer and the secretary. The specific duties of each officer are set forth in the bylaws. In general, the president is charged with the responsibility of carrying out the decisions of the board of directors and of managing the day-to-day operations of the corporation.

      Under the bylaws of some major corporations, the president has more power than any other person in the corporation.

      (4) The “employees” of the corporation are the fourth layer.

      Employees serve usually at the pleasure of the officers, and their duties are defined by the officers.

      In order to give you citations for this information, then please re-post with the country/state with which you are concerned. In general, these matters are explained in text books for corporate law in law schools. We do include a link to the related Wikipedia article and direct your attention to the many citations and links at the bottom.

      Hope this helps.

  4. QUESTION:
    Starting a Realestate investment LLC what should the bylaws be ?
    Starting a LLC with a few family members to invest in some realestate what should the bylaws for the Corporation Be ?

    • ANSWER:
      In my opinion, this is not the time to invest in real estate. It’s the buyer’s market sure, which only means you must have the capacity to sit on a property (sometimes for several months) without revenue.

      You might have a better chance with corporate real estate (leasing, apartments, condos, etc) though. It all depends on your location and what the economic climate is over there.

  5. QUESTION:
    How can someone set up joint tenancy with right to survivorship regarding ownership in a corporation?
    How do you set up ownership in a corporation owned by two individuals so that upon death of one individual, all ownership passes onto the survivor like joint tenancy with right to survivorship is used in real estate?

    • ANSWER:
      In a corporation, the ownership of the company is controlled by the stock – if each of you owns 50%, the bylaws of the corporation would need to stipulate that if either of you leaves the business voluntarily, or dies, his or her stock would revert to the company – and the value of the stock would be paid to his or her estate. I would also say that you should get key employee insurance on each other to cover that expense -

  6. QUESTION:
    what are the voting rights or the decision-making process within a corporation?
    like who makes the decisions in a corporation? does every part of the corporation need to follow those decisions?

    if you could tell me the answers to these, please tell me where you found the info. and if you can’t but know where i could find out about this – in simple terms (for a basic project) – please tell me the web address.

    any sources besides Wikipedia would be greatly appreciated.

    thanks.

    • ANSWER:
      In Britain, the commonwealth and US, the voting rights and decision-making process are similar.

      We shall use US terminology, but the principals are the same from England to India. In an organizational chart of today’s corporations, there are four separate “layers” of people.

      (1) The “shareholders” of the corporation occupy the top layer. They own the corporation and are entitled to a share of the corporate profits. Their only regular “job” is to elect the members of the board of directors (see Layer (2)), but the shareholders have _no say_ in the day-to-day management of the corporation.

      (2) The “members of the board of directors” (“directors”) are the second layer. They are elected by the shareholders, and they in turn “appoint” the officers (see Layer (3)). The board of directors meet usually only four times per year, and the board makes all the “BIG” decisions — whether to approve a merger, open a new factory, borrow a major amount of money, etc.

      The meetings of the board of directors are “led” by the “chairman” (“chairman of the board”), who is elected by the entire board. However, the only real power of the chairman is to lead the meeting of the board, unless the byalws of the corporation give the chairman additional powers. (Under the bylaws of some major corporations, the chairman of the board has more power than any other person in the corporation.)

      (3) The “officers” of the corporation occupy the third layer. As mentioned above, the officers are appointed by the board. The officers include the president, vice presidents (including executive vice president, senior vice presidents, etc.), the treasurer and the secretary. The specific duties of each officer are set forth in the bylaws. In general, the president is charged with the responsibility of carrying out the decisions of the board of directors and of managing the day-to-day operations of the corporation.

      Under the bylaws of some major corporations, the president has more power than any other person in the corporation.

      (4) The “employees” of the corporation are the fourth layer.

      Employees serve usually at the pleasure of the officers, and their duties are defined by the officers.

      In order to give you citations for this information, then please re-post with the country/state with which you are concerned. In general, these matters are explained in text books for corporate law in law schools. We do include a link to the related Wikipedia article and direct your attention to the many citations and links at the bottom.

      Hope this helps.

  7. QUESTION:
    How do I go about deleting an officer from my corporation?
    Two years ago I added a friend to my corporation as the President for credit purposes since I was trying to apply for a business loan and his credit score was higher than mine. Things did not work out and the loan was never made.

    He has since moved to another state and I don’t know how to reach him. How do I go about taking him out all together from my corporation if he is unreachable.

    This issue has me concerned because my corporation is under this guy as the president. Thanks

    • ANSWER:
      Do you have a Board of Directors? Go through them. Did you have bylaws for your corporation? The bylaws will tell you how to remove an officer from the corporation. Usually, in order to remove an officer, you need a simple majority vote from your board. Some companies require a super majority, which is 75% of your board.

      Just some advice, in the future, you should be careful who you trust. You should not put someone at the head of your corporation just because of a higher credit score, but because he/she can get the job done, and you trust them.

      And usually, you want to keep your personal credit score and business credit score seperate. You can do this by using your business tax ID to apply for loans, instead of your personal credit. However, larger loans do usually require a guarantee from one of your officers.

      Good luck.

  8. QUESTION:
    How can you force a dissolution of an s corporation?
    I am the president of a small corporation. The other partner (vice president & treasurer) is running the business illegally. Its a caregiver business and the partner refuses to do background checks before placing a caregiver, which is required by the State of Illinois. Also, they took me off of the checking account because I told them I want to dissolve the corporation. Now I cant see the financials.

    • ANSWER:
      Report them to the State. Read your bylaws…you can’t force dissolution.

  9. QUESTION:
    What is the difference between a LLC and a Corporation?
    What is the difference between a LLC and a Corporation?
    Looking to start a business for Real Estate Development.
    Does any one here have any suggestions?

    • ANSWER:
      Corporations

      A corporation provides protection for your personal assets against the claims of your business creditors. If you operate a business within a corporation and the business is sued, only the assets owned by the corporation will be at risk. Generally, this applies to lawsuits for breach of contract, negligence and premises liability.

      A corporation does not protect you from claims that you personally committed an intentional or criminal act. For example, if you defraud someone or if you punch someone in the nose while they are standing in your shop, they can sue you personally and try to reach your personal assets, such as your home.

      A corporation is not a substitute for good insurance. Corporations still carry premises liability insurance and general business liability insurance. Otherwise, the corporation could be bankrupted by a single claim against it.

      A corporation is formed by filing “Articles of Incorporation” with the Secretary of State. The corporation is governed by its “bylaws” which contain the rules for electing directors and officers and making other corporate decisions.

      A corporation can be owned by you alone, or with other family members. The owners, or “shareholders”, elect a board of directors who are responsible for the overall direction of the company. The directors elect officers, who manage the day-to-day affairs. In a family owned business all of the directors and officers can be all be you alone, or you and other family members.

      If the proper tax elections are made, a corporation will pay no federal income tax. Instead, the corporation prepares an “information return” and the owners of the corporation report their share of the corporation’s income on their own individual tax returns. However, some states impose a “privilege tax” All corporations doing business in California must pay an annual 0 “privilege tax”.

      Limited Liability Companies

      In the past ten years, a new form of entity has become popular. The limited liability company is also created by filing a document with Secretary of State. However, the “LLC” is not required to maintain a minute book, hold annual meetings, or issue stock certificates.

      The LLC can be managed by an appointed manager, by one owner (called a “member”), or by all of the members acting together. Managing the LLC is informal, compared to managing a corporation.

      There are two drawbacks to an LLC, however:

      In some states, such as California, a professional license may not be held by an LLC, such as a contractor’s license, or a license to practice law, accounting or dentistry;

      Some states assess every LLC with an annual “gross receipts tax”, similar to an income tax.

      What About Nevada? How About Credit?

      There are a number of companies that sell Nevada corporations, pointing out that Nevada has no personal or corporate income tax. These advertisements imply that if you form your corporation in Nevada that you will not have to pay income tax on money you earn in other states. This is completely false. If you do business in a state, you must pay income tax on the earnings in that state.

      Other advertisements state that you can buy houses, boats, cars and other items with the corporation’s credit and “never bring the pain home”. Again, this is completely false and dangerous misinformation.

      If you mix personal and business assets and you are sued, the corporation or LLC can be completely ignored and all of your personal assets may be on the table!

      Whether you choose a corporation or an LLC, you should never mix personal and business assets. Keep separate accounts for your business cash. Use business money only to purchase items that will be actually used in the business–business real estate, business vehicles, etc., and to pay salaries to you and your workers.

      And, here’s another fact about corporate credit: a new company has the credit history of a 17-year- old boy! Until you can show banks, lenders, car dealers, vendors and other possible creditors that you have a viable business and steady income, you will have to “co-sign”, or guarantee, your company’s credit applications. Every time you do this, you (and your assets) will be personally liable for that debt, even though you have established a corporation or LLC.

      It is important to manage the company’s credit carefully and ask banks and others to remove your personal guarantee once the business can prove its worth.

  10. QUESTION:
    If I am a shareholder in a corporation, can I build a home on the property?
    My family owns a 1000 acre farm that is a c Corporation. I am a shareholder in the corporation, albeit a small holder. My fiance and I would like to build a home on some of the property, about 2 acres. Does the property being held in a c Corporation make it impossible to build? Or is this something decided in individual states? If anyone has any suggestions, I would appreciate it. I don’t even know who to talk to. A lawyer? An accountant?

    Thanks.

    • ANSWER:
      It is up to the shareholders of the C-Corp. What are the bylaws of the C-corp? Maybe just a simple majority is needed to grant permission, maybe a 2/3rds majority. Who knows.

      Probably need to speak with a lawyer AND an accountant.

  11. QUESTION:
    What is ordinarily the first step in the formation of a corporation?
    What is ordinarily the first step in the formation of a corporation?

    Possible Answers
    A.Development of by-laws for the corporation
    B.Issuance of the corporate charter
    C.Application for incorporation to the appropriate Secretary of State
    D.Registration with the SEC

    • ANSWER:
      Bylaws are not required to be submitted with your Articles of Incorporation. Keep your bylaws with your corporate records.

      The Articles of Incorporation is the first official registration with a government entity, but you should agree on and adopt corporate bylaws prior to this registration — your bylaws detail the procedures of your corporation going forward (how often to have shareholder meetings, how many shareholders must be present to take votes, how the corporation can remove or replace an officer, etc), and these procedures are important to have on file right from the very beginning.

  12. QUESTION:
    Is it legal that only one of two authorized legal representatives signed a contract representing a Corporation?
    I have a contract between a mexican and an american corporation, but i don’t know if its legal because, for the mexican part only one of the two joint authorized legal representatives signed the contract as “CEO”; in Mexico, that makes it null, but I don’t know about the law in USA (The applicable law is th one of Illinois)
    In which law or where can I find it?

    • ANSWER:
      In the US unless the corporate bylaws say otherwise any authorized representative may be a single signatory.

  13. QUESTION:
    What does “proper venue” and what does “proper jurisdiction” mean if I want to sue a corporation?
    The 14th amendment provides that a “Corporation” is a “person.” If this is true, can an officer or CEO of a “corporation” sign legal documents, or can someone UNDER the CEO sign the same legal documents and the document would have the same force and effect?

    • ANSWER:
      A corporation is a person for the purpose of suing it. The natural persons who have the legal authority to bind the corporation are usually the president, the secretary and/or the treasurer. This depends on your state’s laws and the corporation’s own “bylaws”.

      Once an authorized person signs a contract in the corporation’s name, the corporation is legally bound to the contract and can be sued if the contract is breached. People who do not have authority under state law or the company’s bylaws cannot legally bind the corporation.

      Jurisdiction and venue are two different things. A state has jurisdiction over a corporation only if that corporation has “minimum contacts” with the state. If the corporation markets its products to the citizens of the state, that may be enough for a state to claim that its courts have jurisdiction to decide a case involving the corporation.

      If a state has jurisdiction, it still may not be the best location or venue for a lawsuit. For example, there may be 50 states that have jurisdiction over a corporation because the company conducts business in every one of them. But that doesn’t mean that you can drag the NY based officers of a corporation to Montana for a lawsuit if you don’t live there, the contract wasn’t made there, the damages weren’t incurred there, etc.

      Even within a state, the choice of which county will hear the case will depend on which one has the most direct relationship to the parties and to the facts of the complaint.

  14. QUESTION:
    When do newspaper publishers have the right to refuse paid publication?
    A non-profit organization wants to publish the bylaws of a religious corporation through a newspaper. The newspaper publisher the organization approached refused to publish their bylaws. I was wondering if the publisher had the right to refuse the publication even though it was a paid publication.

    • ANSWER:
      In the US, many people have the idea that “freedom of speech” means “any publisher MUST publish what I want to say”. This is incorrect. Newspapers and magazines and other publishers are within their rights to refuse to publish any ads or articles or letters to the editor, and they don’t need to have a reason. Electronic media is also free to refuse to publish any writings or videos or whatever.

      If the non-profit organization wishes to publish the bylaws, and one newspaper refuses, then the organization can either get another company to publish it, or they can take it to a printer and have it printed up, or they can publish it themselves. Desktop publishing has made this fairly easy. For that matter, if this organization really wants to, it can publish the bylaws and pay the Post Office to deliver the publication, by junk mail.

  15. QUESTION:
    When starting a corporation, what are the Corporate Seals for?
    I’m beginning the process of filing and it costs extra for bylaws, stock certificates and corporate seal. I am the ONLY stockholder, so do I NEED this stuff now?? Thanks!

    • ANSWER:
      it would be much less expensive to get the entire package at one time. Yes the seals are very important.
      try this link- http://www.lrcaldwellint.com/server.asp
      it is an information page on www.LRCaldwellint.com

      They can answer all your questions by email, phone or skype. There is no hard sales pressure, simple options given, you can choose an idea or work together with one of their agents to find whats right for you. This is one of their FREE services

  16. QUESTION:
    Can we change corporation business activities?
    I have a corporation that offers consumer services (think dry cleaning). Now I’m also accepting high-tech jobs as a contractor. Can I use the same corporation to file tax? Do I need to register a new corporation?

    • ANSWER:
      The corporate business activities may only be changed by the board of directors.

      They might have to modify the articles of incorporation and/or the bylaws, depending on what is currently in them.

      My corporation, has in it’s articles of incorporation, “any lawful business”. I don’t have to make any changes.

      If your new activity requires tax changes, that is between you and the IRS or state department of revenue.

  17. QUESTION:
    How do I create a simple corporation?
    That’s it. I want to make my houshold a corporation, how do I do this?

    • ANSWER:
      What will be the source of revenue? Corporations are expected to show revenue after a period of time, or the IRS will consider them shell or front type entities.

      Rules vary from state to state, but in general, you have to make the application, show that you have corporate bylaws and a board that will meet on a regular basis. You also have to identify the beginning and ending point for your fiscal year.

  18. QUESTION:
    is there any difference a lawyer can make in filing a corporation verses you file it yourself online?
    If I were to file the corporation myself, is there anything I should be aware of? Is there anything a Lawyer would be able to do veses doing iot myself?

    Thanks for your time

    • ANSWER:
      You can file yourself and probably save some money. But that doesn’t mean you shouldn’t consider using a lawyer.

      Here’s why. Filing is only part of what you need to do. There’s a lot of things you need to know in setting up a corporation. Filing the papers with the secretary of state in whatever state you are in is only part of it. An important part, but not everything you need to do.

      For example, did you know you need to get a Federal Tax ID number? You don’t get that automatically when you file online with the state secretary of state? Did you know that you need to make a decision whether to select subchapter S tax treatment or not? That’s an important decision that will affect how the corporation is taxed; making the wrong decision could cost you thousands of dollars in taxes in future years if you aren’t careful. A lawyer can help you decide what to do there. Did you know you need bylaws? Filing the application online doesn’t generate a set of bylaws. Lawyers can do that.

      I’m not saying you must have a lawyer, but I am saying that there’s more you need to know about incorporating than simply filling out an online form and it may be helpful to consult a lawyer on some things/issues you may not even know are out there.

  19. QUESTION:
    How to write Bylaws and articles of incorporation for a nonprofit organization?
    I’m trying to estabish a non profit corporation tax-exempt status

    • ANSWER:
      Articles of incorporation are legal documents filed with the state of organization. State statutes provide the forms necessary to complete these and have very strict standards and requirements to complete the forms.

      Bylaws, corporate charters, company polices, etc, are internal documents in which the managing members, or “owners”, agree to.

      To establish Bylaws the company should first be incorporated or organized in the respective state of business. Then, the bylaws should be compiled by the members. Once the bylaws are agreed upon and approved by the majority of members (or unanimously as may be required by some states), the members should all sign the bylaws. Be sure to include in your bylaws provisions for allowing the bylaws to be changed or ammended in the future, otherwise, you’re forced to live by them until the organization is dissolved.

      If you feel this answer was sufficient, please vote it best answer. Thank you!

  20. QUESTION:
    How can we remove a stock holder from a corporation?
    Five of us started a corporation back 13 years ago. According to our partnership agreements and our bylaws I have full authority to require individuals to sell back their shares. I own 51% of the investor held stock. The value of that stock is voted by the board (those same stock holders) to be very low.

    These arrangements were instigated at the onset in order to make removal of any “dead weight”, that the stock holders (partners) might be providing, easier. This is not an S corp. The stock has no measure of the actual value of the corporation. My interest other than the being the primary or majority stockholder was in the form of a loan to the business.

    We are looking to trim 2 of the stockholders (partners) to make room for additional people who will have the credentials to move us forward in the next couple of years. This will also open us up to be able to get venture capital a percentage share of stock (usually 20%) and a seat on the Board.

    The two we have decided to buy back are not in the business as active employees, agents or any sort of connection other than their earlier activities during the first 3 years. They remain friends but are just not involved at all with the business other than owning stock.

    My greatest worry is having them become upset when I approach them. I would like to make it as systematic as possible. With very few glitches or problems.

    • ANSWER:

  21. QUESTION:
    Who’s signature is required on a Chapter 7 bankruptcy filing for a corporation?
    Do the officers,directors or share holders of a closely held corporation have to sign the bankruptcy forms in a chapter 7 voluntary filing?

    • ANSWER:
      When I file a bankruptcy on behalf of a client that is a corporation, I review the Bylaws to see who has the legal authority to sign this type of document on behalf of the corporation. I also have the shareholders and directors adopt a resolution authorizing the bankruptcy. In most cases, I have the president sign on behalf of the corporation.

  22. QUESTION:
    differences between general partnership and a corporation?
    1. What are the difference between a general partnership and a corporation in terms of legal liability for damages done in the course of business and the ownership of the profits.

    2. What is the difference between general statements of policy and rules and why is the distinction important?

    • ANSWER:
      With a corporation the shareholders and directors are protected, therefore if a corporation is sued the shareholders and directors are not being personally sued.

      A general partnership does not have any legal protection, if a partnership is all partners are personally liable.

      Corporations have set of bylaws that they must follow.

  23. QUESTION:
    Does a corporation dies when its shareholders do?
    Arthurs, Boulez and Coombes were the directors and sole shareholders of Driftwood Products Limited. After several years of hard work and considerable success, all three deiced to take a vacation together and leave their office manager in charge of the business while they were away. They flew to the Bahamas for 3 weeks of sun and fishing. While they were away, the manager instructed the company lawyer to sue a debtor who was long overdue in payment of his account. Several days after the action was started, it was learned that all three shareholders had been killed when their fishing boat overturned in a storm.
    The debtor has suggested defending the action by claiming that the creditor corporation (Driftwood Products Limited) ceased to exist when all three shareholders were killed.
    Is this correct? Explain the ways in which this contention may be answered.

    • ANSWER:
      Creating a corporation by definition means creating a new legal “person,” not directly tied to its shareholders. The corporation exists for perpetuity, meaning it lives on after shareholders are deceased or quit.

      The process to replace the shareholders should be outlined in the corporations Corporate Bylaws. If there are no Corporate Bylaws, a lawyer or attorney can help you determine the default laws in the state of registration (the state in which Articles of Incorporation were filed).

      Hope this helps!

  24. QUESTION:
    Can an homeowners association Board assess the community without agreement from the community?
    We have 2 sperate corporations running our community the HOA and the Maintenance Board. the HOA has little money generating power so they called for an assessment. Is this allowed

    • ANSWER:
      It depends on the bylaws of the HOA. There may also be state laws regulating HOAs and their powers.

  25. QUESTION:
    Whats the best way of running an LLC if its your first business?
    I’m starting a Marketing LLC Firm in California in August. I already have the forms from the Secretary of State’s office. Now, I’m having some trouble drafting the bylaws for the LLC. I will be the sole owner and CEO of this company. What advice do you have?
    Also, what finance resources can I tap into for funds?

    • ANSWER:
      First I’d file the LLC in Nevada. Look on the net for corporations start up. They will walk you through. You can get a kit that will explain. Marketing business is safe and your LLC is just a legal thing and show growth. You can and will get preprinted by laws for the state you area LLC. I live in Va. and I’m a corporation in Delaware. We make candy. I”m foreign company to Va. Cost me .00 verse 00.00. If you’re good at marketing why are you waiting for Aug. Your start up will be with your funds. It’s best to get first funds from friends & family you can trust. never ask anyone that can’t replace the money themselves.( Retired) Best J. kelly

  26. QUESTION:
    What kind of business contract do I need?
    Company is a privately held corporation. I am buying approximately 30% of the company and becoming a partner as the company only has 1 person in it right now. I just want to protect my 30% initial investment and not get screwed later when it comes to split profit.

    • ANSWER:
      Get 30% of the stock issued to you and make sure the charter and bylaws treat you fairly.

  27. QUESTION:
    How do you hold a board of directors election?
    I am a minority shareholder, The two majority shareholders, my mother has passed away and my father has had a stroke. My brothers who own no shares have taken over the company through an illegal and invalid changing of the board members to themselves(# brothers, myfather, incapacitated and and attorney. A judge has ruled that their action was illegal and invalid but will not put the original board members back in because it would disrupt the company. We have20 other shareholders faced with having a new election but am certain my brothers will call one and try to control it. Our bylaws state no one is to be on the board unless they own shares. Can anyone fill me in on correct procedure for calling a meeting, the nomination of officers and whether we can stop them fromvoting themselves on the board.
    Their handling of the company has been oppressive and our financial records are a disaster. We have had only had mock elections since my fathers control including assigning officers.

    • ANSWER:
      You a have a complex legal situation and you do not indicate the state in which your corporation is registered. The advice you will get here can only be generic.The election question will be determined acoording to the state law and you need the advice of a good corporate lawyer. Good luck!

      cc

  28. QUESTION:
    what does this mean and is it ok to include in california nonprofit bylaw?
    Directors, as such, may receive such compensation and be reimbursed for expenses of attendance at any meeting of the board as shall be determined by resolution of the board of directors. Nothing herein contained shall be construed to preclude any director from serving the corporation in any other capacity and receiving compensation therefore.

    Since I don’t have much money to hire lawyer, I am searching for sample of bylaw for the nonprofit in california.

    • ANSWER:
      The first part basically means that directors of the non-profit can be reimbursed for expenses for attendance at the non-profit’s board meetings, such as mileage and parking, if the board makes a resolution to do so. The second part means that they may also be an employee of the non-profit and be paid for that position.

      They cannot be paid a salary as a board member, however.

      Being on the board of directors and also being an employee of the organization could create a conflict of interest, however.

      Here are a couple of examples of non-profit by laws from California organizations:

      http://www.bikehikers.com/PDFs/Bylaws.pdf

      http://www.africanconservancy.org/about/documents/AC_Bylaws.pdf

      You will want to check California law regarding setting up a non-profit – you can find that here:

      http://www.leginfo.ca.gov/cgi-bin/calawquery?codesection=corp&codebody=&hits=All

      Decide which type of non-profit you want to incorporate and check that section:

      Section 5110 (domestic nonprofit public benefit corporations)
      Section 7110 (domestic nonprofit mutual benefit corporations)
      Section 9110 (domestic nonprofit religious corporations)

  29. QUESTION:
    How do I set up a corporation??
    I am a student and want to set up my business. I hear that setting up a corporation is the best way go get tax advantage. I am particularly looking at C’ corps. Any idea guys

    • ANSWER:
      1. File your articles of incorporation with the Secretary of State.

      2. Hold the first meeting of the board of directors and ratify your bylaws, and appoint the officers and authorize bank accounts.

      3. Hold the first shareholders meeting and approve initial board appointments and resolutions.

  30. QUESTION:
    Can anyone provide me with a template of bylaws for the State of California?
    Can anyone provide me with a template of bylaws for the State of California? I need something I can just insert my companies name. The company is a website and will be an S-corp. Please, please, please – I know I’ll still need to add/remove stuff but I’m lost!

    • ANSWER:
      Legalzoom.com will set up your corporation for you and provide answers to all your questions for a low cost. They did for me.

  31. QUESTION:
    In a 2 bedroom apartment there are 2 parents & 5 kids, in Ontario are there laws against this?
    I am trying to find the law stating how many people and or children are allowed to live in a certain space. Currently we have 2 parents and 5 children living in a 2 bedroom apartment that is the same as mine. There is no way this is possible, but is happening. Is there a law somewhere stating the living regulations around this? We are living in Belleville, Ontario, in case there is a bylaw in effect.

    • ANSWER:
      There may be laws, by-laws, etc.; BUT, unless stated otherwise (and they don’t), the Ontario Human Rights Code supersedes any provincial regulations, by-laws, municipal codes, national housing standards, CMHC’s recommended occupancy guidelines, etc. The Canadian Human Rights Act would oversee all provinces, and does reflect the same information as set out in the OHRC.

      UNLESS, there is a bona fide health or safety issue, (an actual proven and factual basis, before this claim is made), it is viewed as descrimination on the basis of family status.

      The landlord is also responsible to ensure their housing is free from harrassment (including from other tenants).

      This information is available at the Ontario Human Rights Commission’s site. I’ve included a few references for you to view. If you had further questions, you can call their 1-800 number and ask them directly.

      Hope this helps.
      ~~~~~

      http://www.ohrc.on.ca/en/resources/code

      “The Ontario Human Rights Code (the “Code”) is for everyone. It is a provincial law that gives everybody equal rights and opportunities without discrimination in specific areas such as jobs, housing and services. The Code’s goal is to prevent discrimination and harassment. The Code was one of the first laws of its kind in Canada. Before 1962, various laws dealt with different kinds of discrimination. The Code brought them together into one law and added some new protections.”
      ~~~~~

      http://www.ohrc.on.ca/en/resources/Policies/housing?page=Policy-VII_.html#_3__Occupancy_policies

      “At all times, it must be remembered that the Code has primacy over other pieces of legislation, unless otherwise stated. This means that where there is a conflict between the Code and another piece of provincial legislation, such as the Social Housing Reform Act or the Co-operative Corporations Act, the Code will prevail.”
      ~~~~~

      http://www.ohrc.on.ca/en/resources/factsheets/landlords

      “International law says that people in Canada should be able to get good housing that they can afford. To help achieve this in Ontario, tenants and landlords (or housing providers) have rights and responsibilities under the Human Rights Code.

      Under the Code, everyone has the right to equal treatment in housing without discrimination and harassment. As a landlord, you are responsible for making sure the housing you operate is free from discrimination and harassment.

      People cannot be refused an apartment, bothered by a landlord or other tenants, or otherwise treated unfairly because of their:

      * race, colour or ethnic background
      * religious beliefs or practices
      * ancestry, including people of Aboriginal descent
      * place of origin
      * citizenship, including refugee status
      * sex (including pregnancy and gender identity)
      * family status
      * marital status, including people with a same-sex partner
      * disability
      * sexual orientation
      * age, including people who are 16 or 17 years old and no longer living with their parents
      * receipt of public assistance.”
      ~~~~~

      http://www.ohrc.on.ca/en/resources/Policies/housing?page=Policy-V_.html#fnB103

      “The Code provides that every person has the right to be treated equally in the area of housing without discrimination because of any of the grounds set out in the Code. The purpose of anti-discrimination laws is to prevent the violation of human dignity and freedom through the imposition of disadvantage, stereotyping, or political or social prejudice.

      There are several ways of defining and identifying discrimination. Discrimination includes any distinction, including any exclusion, restriction or preference based on a prohibited Code ground, that impairs the recognition of human rights and fundamental freedoms.

      The most important issue to determine is whether a prohibited Code ground was a factor in the discrimination. Even if a Code ground is only one of the factors in a decision to restrict a person’s equal access to housing, this may be a violation of the Code.

      The right to equal treatment in rental housing offers protection in a broad range of situations. The right to be free from discrimination in housing includes not only the right to enter into an agreement and occupy a residential dwelling, but also the right to be free from discrimination in all matters relating to the accommodation.”

  32. QUESTION:
    What type of attorney do I need to deal with my Home Owner’s Association?
    HOA refuses to enforce bylaws and does not present proposed amendments to the community for voting purposes. HOA made a donation to an outside agency from homeowner dues without consulting members.

    • ANSWER:
      A homeowners’ association is generally started by a real estate developer and then becomes a non-profit entity. So this would be a civil suit.

      I don’t know what your by-laws are but you should read over all the paperwork you have. Because the HOA board actually consists of members in your community that are elected and because they have meetings it seems more reasonable to overthrow these people by gathering support from other homeowners and threatening a civil suit. You may be able to go after board members individually and hold them personally liable.

      Non-profit entities are not subject to the Freedom of Information Act because they are considered private not public corporations. That can be an issue because you want to know what kind of liability insurance coverage they have before you sue among other things. But I really believe your best bet here is to overthrow the people responsible and consider a position on the board for yourself.

  33. QUESTION:
    How to tackle corporation bylaws?
    Hello.

    Can somebody please explain to me about corporation bylaws? I understand the basics. But how much of it needs to be established by myself and the board of my company and how much of it is standard?

    Thank you for all replies.

    • ANSWER:
      50% is mostly legal standards – the other 50% is you and your boards decision

  34. QUESTION:
    Question on nonprofits: Can the Board of Directors act as Service Providers?
    As per the Articles of Incorporation: “The corporation shall have no members. The management of the affairs of the corporation shall be vested in a Board of Directors, as defined in the corporation’s bylaws. No Director shall have any right, title, or interest in or to any property of the corporation.” Is that to say that the Board of Directors may not provide direct services, e.g. can a Director of a school be a teacher? Thanks for any insight.

    • ANSWER:
      For non profit orgs, usually they are called board of trustees or governors, for profit corps, you have the directors.

      as per your example, a director can be a teacher, why not? for as long as the salary he is given is at the same level as the other teachers and that no preferential accomodation was done to get into the position. Normally such incident will only happen when there is a shortage of teacher applicants.

      What is not allowed usually is, a director will get a construction contract that is being bid out, or to get a supply contract, as this would be conflict of interest.

  35. QUESTION:
    At what point do I need to worry about paperwork if I’m starting a charity?
    I’m not sure if it would go under a charity or non-profit organization or how much can get done without filing all the articles of incorporation and drafting bylaws and etc etc.

    basically I’m wondering how far one can get without all that. How responsive are people to an organization without all that stuff.

    Just as a little background without giving away too much. Basically, its a little like those grade school fundraisers we did as kids. We would recieve pledges from wealthy people and organizations, then we would (trade secret) and finally take the donation, and pass it along to a certain cause.

    Any sort of legalities involved that I don know about?

    • ANSWER:
      You would be best served by forming a nonprofit corporation. Talk to someone at your church. They may be able to put you in touch with someone who can help you. An attorney at my church helped me set up one a few years ago at no charge – we just paid the state fees. Good luck.
      Make sure EVERYTHING is in writing. You will never regret it.

  36. QUESTION:
    Strata Complex Bylaws My dog is over 25 lbs and over 16″in height to the shoulders Can I keep her ?
    Strata Corporation Bylaws state An Owner, Tenant or Occupant must not keep any pet other than two dogs or two cats,or one dog and one cat, not exceeding 25 lbs in weight or 16″ in height to the shoulders. There are others owners the Complex with dogs exceeding the weight and height restrictions that moved into complex after me. The Strata Corporation says no complaints have been received about there dogs .I never walk my dog on or through the Complex, And yet other Owners with dogs exceeding the Pet Bylaws walk through the complex daily.Why am I The only one being singled out, and what can I do ?

    • ANSWER:
      It sounds like to me they just want u to move and they are using ur dog as an excuse.. I would try to find a place to move.. Even if u take them to court, it will piss them off and they will find another way to get rid of u. It’s almost impossible to win with a big corporation. if u sue or hire a lawyer, they will call u a trouble maker..

  37. QUESTION:
    Can any lawyers explain what this clause means?
    Each division, and every division, such division being two thousand square feet or greater, shall be fitted with and fixed with, or shall be caused, by signatory or a person, incorporated or unincorporated corporation, acting under the control and direction thereof, to be fitted with and fixed with, dedicated facilities which shall be utilized for the normal and customary purpose to which such facilities are commonly ascribed, and with normal and customary frequency typical of fixtures in alternative structures suitably taken in comparison, and shall be designed, fitted and fixed to be capable of, suitable for, and sufficient with respect to such utilization and frequency thereof.

    • ANSWER:
      I’m sure that somebody can.

      The best I can tell it is some sort of zoning bylaw.
      It says that every section of something has to have suitable facilities. Since it does not say what those facilities are, it makes no sense.

      You have to look at the document in the whole to try to make some sort of sense out if. It is a good example of somebody who wrote this crap trying to look much smarter than he really is.

  38. QUESTION:
    Does our small business need a board of directors?
    We have an S-Corp for our small chiropractic company. My chiropractor boyfriend is the CEO of the business and the only shareholder. We have our Articles of Incorporation, of course, but are wondering if we NEED to have a board of directors (which would essentially only include the two of us). Also, do we NEED to have bylaws?

    Thanks!

    • ANSWER:
      Here’s the deal. If you want your corporation to be a “corporation”, then it has to operate like a corporation.

      - Bylaws. Needed
      - Board. Needed
      - Meetings. Needed (at least one per year; better to have one per month to discuss monthly financials.)
      - Minutes of Meetings. Needed.

  39. QUESTION:
    Please help me with this law mult questions?
    A person for purposes of a member of a partnership includes a natural person, a partnership, a limited partnership, a trust, an estate, an association, or a corporation. T or F

    Bylaws are rules governing a corporation’s internal management. T or F

    The Internal Revenue Service allows taxation of certain corporations to be similar to that of partnerships. T or F

    I really appreciate your help please I have to sub it by tm.

    • ANSWER:
      T
      T
      T

  40. QUESTION:
    Need to start a CA C Corp but the owner will be a NV LLC. How do I link them?
    We are a NV LLC that wants to do Real estate transactions in CA, for which the DRE in that state requires the formation of a CA C Corp. We don’t know where to establish that the owner of the C Corp will be the NV LLC. Should we establish that in the Articles of incorporation? or in the bylaws?

    • ANSWER:
      You can not establish that in the Articles of Incorporation you will need to establish that within the operating agreement. Secondly, the new Corporation will operate as a subsidiary of the LLC. When applying for an EIN, when asked if the owner of the new business is an individual or existing business, you want to answer, existing business and enter the EIN number of the existing business instead of a social security number.

      Remember the most common way that control of a subsidiary is achieved is through the ownership of shares in the subsidiary by the parent, which would be your existing LLC.

      As I provided you with this information based solely on my own personal knowledge, it is in no way considered legal advice and it is recommend you consult with an attorney.

      All the best.

  41. QUESTION:
    In a corporation can the President fire the Vice President if each owns exactly 50% of the companies shares?
    In other words can corporate officers only be hired and fired by the board of directors, or can the President fire the Vice President if he wants to even though he doesn’t have the majority?

    • ANSWER:
      Usually decisions of this nature are made by the Board of Directors and not the President. Although every companies bylaws are different, most presidents would not have the authority to fire another executive.

  42. QUESTION:
    Is not responding to a stockholder by a corporation a crime? What about Directors fiduciary responsibilities?
    My question of 3 months ago got serious answers and off-the-point answers. Thanks in all cases. The link to corporate status in Nevada may be current but no response to this “angel investor” is forthcoming. I am told a corporate officer complained about this posting. Criminal?

    How do I find a corporation I have bought stock in that isn’t returning calls?
    A certain business developing text translation software incorporated in California and I bought ,000 in shares. Early “angel” investor. Another person I am connected with invested ,000. We became suspicious of the credibility of the company but it continued to promise a major development which continually did not happen. Later it moved from CA to Reno, Nv and now is in either Va of Fl. Web site email link isn’t getting me response and phone calls not answered. President is known to some. Name is Sam Habib.
    Any suggestions to see if there is an ongoing company and corporation and that it is not cheating others in a scam?

    • ANSWER:
      Your question is a little vague.

      As a general principle, officers and directors owe fiduciary duties to the corporation – not directly to shareholders (except in the case of an insolvent corporation, where fiduciary duties can switch directly to creditors or shareholders.) Not responding to your letters or calls is not really anything actionable, though it is most certainly poor practice.

      If you have nothing but shares – that is, you have no separate shareholder agreements, voting agreements, or buy-sell agreements in effect that provide you with special rights – then your formal remedies in most states are somewhat limited unless you are a significant (>10% shareholder.) For example, in certain circumstances, you may commence a shareholder derivitate action after satisfying certain statutory requirements. A less drastic measure, if permitted by the company’s bylaws, would be to get certain items on the ballot at annual shareholder’s meetings such as a new proposed director slate, etc.

      Now, notwithstanding any of this, if there is suspected criminal activity at foot – then nothing precludes you from notifying the proper investigative authorities (attorney general, police department, etc.) Criminal prosecution can take place if there is a crime underway, regardless of what your technical corporate governance rights may or may not be.

      Good luck.

  43. QUESTION:
    What is the process of establishing corporation by laws?
    Can someone please explain to me how this task is carried out? I would be most greatful.

    • ANSWER:
      Most small businesses are best served by simpler bylaws that only include sections establishing name, location, officers and stock with sections on annual meetings record keeping and practice standards. They must become an integral part of the way officers think about their company so most bylaws are as simple as possible.

      A new corporation’s bylaws are typically created by the person(s) who initiated the incorporation process (called the “incorporator”), or they may be written by the new corporation’s board of directors, as one of the board’s first actions.

      While your new corporation’s “articles of incorporation” must be filed with the Secretary of State office in your state, corporate bylaws are not filed with any agency. They are kept as a key part of your corporation’s business records, and may need to be disclosed to potential investors, creditors, and other entities with whom your corporation does business.

      Hope this helps!

  44. QUESTION:
    Are there any links to find free samples of initial corporate minutes for setting up a corporation?
    I am looking for an example of what the initial corporate minutes should look like. Any links or websites would be great. Thank you.

    • ANSWER:
      You can find sample minutes here: http://www.alllaw.com/forms/Business/Corporation/

      You are looking for the organizational minutes. They declare and resolve the initial corporate organizational issues such as setting the board of directors and shareholders, as well as approving the bylaws, etc.

  45. QUESTION:
    Can a California Non-Profit Mutual Benefit Corporation hire a non-member, non-board member to be treasurer?
    Assuming the board doesn’t have someone on it with the financial expertise or experience and no other member wants to do it. Every bylaws I have seen written says a board member is elected Treasurer. Can the bylaws be written so that the board hires an outsider as the Treasurer?

    • ANSWER:
      Hello!

      Unfortunately, to hire someone from the outside as treasurer you will have to go through the process of making them a board member and elect them into the treasury position. I haven’t seen it done any other way. The treasurer is a board member position so it has to be filled as such. Hope this helps!

      http://www.RanksIntl.com

  46. QUESTION:
    If I am married and I start a corporation does that automatically give half ownership to my wife?

    • ANSWER:
      A corporation has ownership rules written into its bylaws.

  47. QUESTION:
    What is the difference between bylaws and Articles of Incorporation?

    • ANSWER:
      By Laws are the rules of governance of a corporation. They spell out how the corporation is to conduct itself relative to meetings, directors, shareholders etc.

      Whereas, Articles of Incorporation is the official registration document that is filed with the Secretary of State. Once filed, this document authorizes the corporation to do business as such, to acquire loans, lease property, purchase equipment in its name.

  48. QUESTION:
    Difference between a Society and a Non-profit Corporation?
    I am starting a youth group and am going to be a non profit organization but I can register the company as either a society, which are ran by bylaws or a corporation, which are ran by the corporate act. As a organization, I don’t know what this means for me and I would like to know if there are any benefits of one rather then the other??? Is there a difference when it comes to grants, fund raising?? Expanding??

    • ANSWER:
      Its just another name for a business to identity who you are I would say that a society under irs law is a non profit org, a org that is religious or a org like Elks lodge .etc.

  49. QUESTION:
    Is it a legal requirement that a not for profit corporation have bylaws?
    Can a not for profit corp. choose not to have bylaws?

    • ANSWER:
      All corporations are required to have by-laws. They govern the time and place of annual meetings, necessities of quorum, processes for electing directors and hiring officers, etc. The by-laws are the rules that govern the operation of the corporation, and it makes no difference whether the corporation is a non-profit or for profit.

  50. QUESTION:
    Are Bylaws necessary if the corporation have only one shareholder who control the corporation?

    Please don’t reply with “check with an attorney”!

    • ANSWER:
      corporations like S-Corporation can have no more than 100 shareholders/owners. Limited Liability Company may have an unlimited number of owners. For more information check my source site. Although it can change according to states. For more information check my source site.


bylaw of corporation