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Corporate Supplies description

 The Minute Book

Once a company is incorporated, it is required by law to maintain an official record of matters pertaining to the organization and ongoing operations of the company.  These records are usually contained in the  "Minute Book'.  A minute book is a binder, book, or case whose sole purpose is to hold all of your corporations essential files, such as your certificate of incorporation, by-laws, share certificates, and any other documents related to your business. The first documents to fall into this category are called organizational documents of the company. These are typically comprised of:

--Articles of Incorporation, Certificate of Incorporation and all amendments

--General Operating by laws

--First Directors Resolutions

--Minutes and Resolutions of the board of directors and executive committee

--Minutes of shareholders meetings and resolutions

--Copy of (Unanimous) Shareholder Agreement(s)

--Consent to act of directors

--Registers: All statutes require that registers be prepared for a corporation. The registers include:           

           --Directors Register-Names and Addresses of each Director, when they were appointed and when they resigned

            --Officer Register- Names of Officers and the position they hold, when they were appointed and when they resigned

            --Shareholder Register – Names of all individuals or companies that hold shares  in the corporation, the number of

               shares owned, date shares were received and when (if) shares were transferred back to the company or to other

               persons or companies

            --Shareholders Ledgers—Individual Ledgers for each shareholder showing how many shares they hold, any amount

               due on each share, the date received and the date transferred or redeemed (if) when transferred


The Law and associated statutes requires that all corporate records be maintained and kept at your corporations records (head) office, You can also save these documents electronically, but there is no electronic equivalent to a “paper trail” which accurately depicts place and time for the succession of events.  Having said that, most Registers and Shares can be filled out electronically, printed and inserted into the Minute Book.

                                                                                                                                                ORDER A MINUTE BOOK


The Corporate Seal

Seals have been used on important documents and legal papers for thousands of years.  The ancient type of seal, embossing an imprint into wax, has evolved into the modern day seal comprised of upper and lower dies which come together to create the embossed seal. Though no longer legally required in most Canadian jurisdictions, Corporate Seals are still a legal requirement in many jurisdictions worldwide.  The reason for this is simple.  A seal can only be used by a legal representative of a company, authorized to use the seal on behalf of the corporation and is therefore binding.  It also serves as proof as to the authenticity of the representatives signature when embossed overtop.  Many banks in Ontario still require a Corporation to emboss their Seal to the Banking By-laws and other documents when opening a Corporate Bank Account.  The decision to retain a seal should be dictated by resolution and recorded in the Minutes and By-laws of the Corporation.

                                                                                                                                              ORDER A CORPORATE SEAL


Share Certificates

A Corporation must have at least one class of shares.  The share structure (number and type) should be set out in the Articles of Incorporation, as well as in the Corporate By-Laws.  Usually, Common shares give the holders the right to vote at meetings, among other things, where Preferred Shares usually have no voting rights, but have preference regarding things like distribution of assets at the time of corporate dissolution.  It is always advisable to get advice from a lawyer or accountant regarding the share structure that would be most appropriate for your company

                                                                                                                                        ORDER SHARE CERTIFICATES