Customer Reviews

Corporate Records Handbook, The: Meetings, Minutes & Resolutions

5 star:		(31)
4 star:		(6)
3 star:		(2)
2 star:		(0)
1 star:		(0)

 

 

Many other books on corporate forms try to cover everything (from selection of entity type to formation, filings, taxes, legalities, etc.) which means they usually just cover these topics in a shallow and frustrating way.

This book covers exactly what it says it covers (meetings, minutes and resolutions) and covers these topics very well, with lots of details, advice, examples and related useful tid-bits. It doesn't try to be an encyclopedia of everything related to corporations, which is GOOD, it has FOCUS. Also, it's from Nolo press, a generally better publisher of these types of books in my opinion, and Mancuso has written lots of good business/legal books.

The book is overkill for the typical LLC or small S-corp, but, on the other hand, these are the businesses that are at greater risk of having their corporate veils discarded in court. You can crank down the degree of formality to whatever level you feel comfortable, but at least you'll have a good idea of how the larger and more professionally-managed corporations document themselves.

If you're a sole proprietor upgrading to an LLC, or a two-person corp of any type, then this book probably won't be what you're looking for. If you're a newly-minted MBA or lawyer and now you're handling the affairs of a small- to mid-sized corp as an officer or advisor, then I'll bet you'll think the book is great (and maybe you'll secretly hide it in your desk to make everyone think you just know all this "corporate paperwork BS" off the top of your head). In general, the book is very good at clarifying the weirdness of corporate documentation.

This book contains a great deal of ready to use forms for your corporate records on many aspects of business operations but be careful if you are looking for information on minutes of first meeting. The book says not to worry if you don't have organizational minutes; however, such important resolutions as corporate seal or principal office are missing.

Apparently these resolutions are covered by other NoLo books, which deal with formation of various corporation types. So just be aware, you may need to pick up one of those books in addition to this one.

I bought this book a few years ago and it has been very helpful. I incorporated my business myself, and this book has made it easy to maintain compliance - very important should your corporation's status as such ever come into question by the IRS or in a legal proceeding. It's well worth the cost for the DIY CEO and a valuable tool

The Corporate Records Handbook is a great reference to have. Especially if you are like me, and would rather manage the corporate book in-house than pay someone to write letters. I found this book easy to read, understand and applicable to our situation. When a subject is explained, the author covers several types of company situations. I would be surprised if you don't find this book very helpful. But, also remember, it is your corporate book so it doesn't have to be exactly like these letters to be acceptable. Just having your corporate book in order will be more than most small to mid-sized accomplish.

This book is massive. Period.

I had absolutely NO idea how involved a Corporation (even a small one) could be!

The book has an accompanying CD of forms ready for printing, which is great. You DON'T have to tear your book apart!

The Table of Contents is massive at 4 double-sided pages (8 single-sides):

1 Corporate Documents and Laws
2 Meetings, Minutes, and Written Consents - How to Document Corporation Action
3 Before You Hold Your Meeting - Prep Work and Notice
4 How to Hold a Directors' or Shareholders' Meeting
5 Preparing Minutes for Shareholders' Meetings
6 Preparing Minutes for Directors' Meetings
7 Paper Meetings
8 Action by Written Consent
9 Resolutions for Authorizing Business Transactions
10 Corporate Tax Resolutions
11 Resolutions for Amending Articles or Bylaws
12 Corporate Hiring and Appointment Resolutions
13 Conflict of Interest Resolutions
14 Resolutions for Loans to the Corporation
15 Resolutions for Loans to Insiders
16 Fringe Benefit and Reimbursement Resolutions
17 Retirement Plan Resolutions
18 Stock Dividend Resolutions
19 Stock Issuance Resolutions
20 Lawyers, Tax Specialists, and Legal Research

Appendices:
A How to Use the CD-ROM
B How to Locate State Corporate Filing Offices and State Laws Online
C Corporate Minutes Forms

Index

Good grief! Just reading the Table of Contents nearly wore me out!

From a LLC, to a full-fledged corporation, you need this book. Heck, some of this stuff could even help out if you own a sole-proprietorship.

NOLO is super thorough, and they offer free updates on their website www dot nolo dot com.

Fantastic job, NOLO, thanks!

It is crucial that a corporation's records hold up to legal scrutiny and this book costs less than fifteen minutes of a lawyer's time. Every corporation too small to have a lawyer on staff should keep a copy because if it is used just once, it will pay for itself and if it prevents trouble with the IRS, it may pay for itself thousands of times over! Even law offices use this as a reference and source of forms.

A better title might be "Meetings, Minutes, Resolutions: The Corporate Records Handbook" as there is a great deal of how-to advice and reference information included in addition to the library of legal documents. For instance, in Chapter 14, "Resolutions for Loans to the Corporation", an amortization table is included. There is plenty of relevant legal advice, written in plain English: "CAUTION: Use a separate conflict of interest resolution if a director is a party to the loan transaction." There is information to help decide which form to use and when. A very low level of knowledge is assumed to the point that there are even suggestions on search terms to enter in a search engine to find a particular state's business corporation laws. Examples are given to assist in completing the forms.

The organization of this handbook deserves special mention because it is so easy to navigate. There is a table of contents with a more detailed table at each chapter. Each chapter is appropriated subtitled and there are special icons to denote tips, cautions, resources, and references to the CD-ROM. The book is well-indexed and there is a list of the included forms.

"The Corporate Records Handbook" definitely does what it claims to do and in a straight-forward, easy-to-use manner, which is important to assure that it is actually put to use. Very highly recommended.

I am a small business owner and have been for several years. I have had both LLC's and Corporations. I got this book to make sure I remain in compliance with the IRS. The book, while easy to read, is set up to act as a reference. Topics are indexed, easy to find and all the forms you need are on disk.

The books breaks down the why and what, giving step-by-step guidance and side bar explanations. These provide the clarity needed.

Many times there is not a need to go to an attorney with this book at hand. It explains it well if you are a one man operation or a corporation with a board and multiple stock holders. It takes the ambiguity out the processes needed for corporate meetings or if you even need a meeting. Many times in a one man operation you just need to make a note, in correct legalese using the supplied form and put it in your binder.

Anyone who has a small to large business who has legal structure would do well to own this book and keep it close. With little effort you can maintain and protect your corporate veil. It can be used by those just getting started and those who are seasoned business men and women.

Highly recommend and an absolute must. I am glad I have this book. It will pay me back several times over with unneeded trips and calls to the attorney.

I'm a lawyer, and I've reviewed a few NOLO books, and then I've also bought a couple I've found which might be helpful in my practice. Since I serve on the board for a small charitible corporation (and do it for free), I thought this might be a handy book to have for the forms. Everybody I've ever known hates keeping corporate records to one degree or another, but they are a necessity, and I thought this would be useful for helping some of my small-business clients.

What I discovered as is that the advice in the book is useful, relatively clear, accessible, and well organzized, as to what kinds of records need to be kept and why. However, the forms are mostly simplistic, with an aggravating and distracting small logo that prints at the bottom of the form.

The book's good advice. The forms don't really save you that much work.

4 stars for the advice and 3 stars for the forms.

Setting up a corporation can be relatively quick and easy, but the devil is most definitely in the details of operating the corporation. Attorney Anthony Mancuso provides easily understood instructions and explanations for family businesses and other small business owners who wish to operate as a corporation without risking the loss of limited liability status. An accompanying CD-ROM includes electronic copies of the forms, making it a most invaluable resource package.

Properly noticing corporate meetings, recording the minutes of the meeting, issuing stock certificates, and passing corporate resolutions are just a few of the topics covered in the handbook. The author provides rule of thumb advice for managers to consider in the daily operation of corporations. While not a replacement for paid legal advice from a lawyer who specializes in corporate law, the book instead provides a solid basis for smaller corporations with the need to establish processes for routine corporate governance activities.

In comparison to the prior edition, the new Corporate Records Handbook appears to have little to no change in text or with the accompanying forms. In fact, the amount of pages are similar too.

Most every form needed to operate a corporation is included, and instructions for how to complete the paperwork is useful, and includes the numerous steps involved in the meeting process, and how to conduct them; how to appoint members, issue stock, initiate resolutions, make plans, writing rules or bylaws, and much more.