[08rookie]

my father is a funeral director and our family mortuary is incorporated in Pennsylvania. my brother and i manage the facility as my father has seen better days. however, he is still the boss, still calls the shots, still directs every single funeral. we just run the day to day operation (paperwork, transportation, certificates, follow ups with pre need and post need services) we are all partners, however on paper he is the only member of the corporation. well i think my mother is involved at some capacity because when the corporation was started my brother and i were only 2 lol.

he wants us to be on the articles of corporation. and before i call around to my accountant and look for a lawyer, id figured i would throw this up here considering many of you are business owners, successful in some degree. so here are some questions. thanks in advance


is this relatively a simple process? should i have my accountant take care of this? should an attorney tackle the process? could i do it myself with the state we are incorporated in? any idea on relative costs?

[radix]

Consulting an attorney that specializes in business law is the way to go. The lawyer should be able to give you an idea as to how time consuming and difficult the process is. It might be good idea to get a second opinion for a second lawyer as well, just to see if their estimates jive.

[Topless 335i]

This is something that should definitely be handled by an attorney...not the e90post OT crew.

[BTM]

Originally Posted by Topless 335i

This is something that should definitely be handled by an attorney...not the e90post OT crew.

LOL x2, call a lawyer and ask for legal advice (ethically can't bill you for it - I know we're talking lawyers here ) but if they're talking sense to you reward them with your business

[CollinsE90]

Hire a lawyer, i stayed at a Holiday Inn Express last night

[08rookie]

you are probably correct. i should hire an attorney just to protect myself...

however i just called the department of state and spoke to a lady who told me the form i needed to add officers to a corporation (rev-1605). its kinda simple process. i already downloaded and printed the form. one page. i have the address to send to. im not sure if i should hire an attorney now. i mean he may charge me 500 bucks for what i just did in 5 min. how can i go wrong??

[Buegie]

Originally Posted by 08rookie

how can i go wrong??

you're probably right in that it's a relatively simple process, but do you really want to risk it? Say you fill out the form, mail it back and are under the impression that you are a S/H in the organization. Then your dad kicks the bucket (because you said he's seen better days) and it turns out you filed something incorrectly. Now you've got a corporation with no owners and everything will have to go through probate. It's not a situation you want to be in. I'd want an attorney just to watch my back

[Comet]

I know in Canada is fairly simple

basically just have to sign a bunch of forms and put in the new names.
I did it with the help of my lawyer because he had the forms and took care of following up with the gov.

[fnckr]

OP what you did is correct to a degree. You can always add and remove shareholders, or change shareholder percentages with the state in which you're incorporated. The reason to consult an attorney is that you want to update Articles of Incorporation to reflect the new owners and their rights within the corporation. This is important if you have certain owners who only receive dividends yet don't have voting rights, like an employee stock option plan. Also, you need to make sure the original articles authorize enough shares to give to the new owners and that the new owners have the same limited liability.

This sounds like a closely held corporation so you probably have generic Articles but still make sure that your Articles were written so that shares can be redistributed, and liability is still limited. You don't want to screw up your inheritance, or the ongoing nature of the corporation, if something should happen.