Organizational Paperwork

Organizational Paperwork or what are also known as Corporate Organizational Documents, would typically include documents or paperwork that pertains to the formation, registration, and operation of a particular corporation. These documents would usually depend on what type of business entity you are running and the jurisdiction where your business is currently located.
Collectively, all documents that pertain to a corporation’s formation, registration, and organization are filed with a state agency that is responsible for these matters. While internal documents that pertain to management, operations, and shareholder’s rights are carefully kept and filed within the corporation’s own filing system. Some of the organizational paperwork pertaining to the internal operations of the company are the Waiver of Notice, Bylaws, Minutes, and Resolutions.
Waiver of Notice
Before any meeting could be held in a corporation, whether it is a meeting of incorporators, the Board of Directors, or shareholders, a formal notice must be sent out to all participants of the said meeting. Since it is common amongst smaller corporations to conduct meetings at short notice, participants no longer want to be bothered with the fuss of receiving formal notices. Thus, it has been customary for all parties to sign a waiver of notice. This includes participants for organizational, annual, and special meetings.
As previously discussed, all corporations have their own bylaws (which are required by state law) that are adapted during the first meeting of your corporation’s Board of Directors. These will be the rules that will govern the organization and operation of your corporation.
Anything discussed, and the entire proceedings of all organizational meetings and every succeeding meeting after that is recorded in the minutes. This is part of the formal requirements in operating a company that all shareholders and Board of Directors meeting must keep minutes of all their meetings. Usually, only one meeting is required each year for shareholders and the Board of Director’s, not unless a special meeting has been called for instances that need direct or special attention (e.g. the resignation or replacement of a member of the board). For the first organizational meeting, the agenda would usually be about the election/appointment of directors and officers, discussion of the bylaws, introduction of the corporate seal, distribution of stock certificates, and other major organizational decisions.
Whenever members of the board or shareholders make a major decisions during their annual meetings they are usually reported or presented in the form of a resolution. Some examples of important decisions that are placed into a resolution are the decision on which bank to choose to open up a corporate account, and when the company decides to adopt a S-Corporation status.