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I. FORMING A CORPORATION.
a) A corporation is formed by composing and preparing a charter for the corporation. This charter must be registered with the Secretary of State of Tennessee and recorded in the Register's Office of the County in which the corporation is formed. By Laws must be composed and organizational meetings held.
b) At the organizational meetings, the By Laws must be approved and stock is issued. Officers of the corporation are appointed and a Board of Directors is elected by the stockholders. Officers include a President, Vice President, Treasurer, and Secretary. The corporation is then set up to work.

Call 901-757-5557 for a fee appointment to discuss your situation.

II. CORPORATE RECORD KEEPING
Records of corporate meetings are kept by keeping Minutes of the meetings. These minutes contain Resolutions which form the basis of the operation of the corporate business.

III. CORPORATE MEETINGS
There are two (2) meetings annually which must be held.
An Annual Meeting of Shareholders and an Annual Meeting of the Board of Directors must be held.
Other meetings can be scheduled, including Special Meetings of the Shareholders and Special Meetings of the Board of directors.

IV. HOW THE COHN LAW FIRM GETS PAID
There is a flat fee for setting up a simple corporation. Additionally, expenses such as recording fees and corporate supplies must be paid.
If the corporation is complex, then work will be done on an hourly basis.
For corporate record keeping, and for representation at meetings, either an hourly fee basis can be utilized, or a monthly retainer agreement can be used. The monthly retainer agreement is tailored to the needs of the corporation and includes the right to obtain advice from the lawyer monthly. Generally, the right is limited and when exceeded, an hourly fee is additionally imposed on a monthly basis.

Call 901-757-5557 for a free appointment to discuss your situation.

WILLIAM A. COHN
Member: American Bar Association
Member: Commercial Law League of America
University of Tennessee, J.D., 1977
University of Tennessee Legal Clinic: 1976-77
Admitted to practice in the following Courts:
United States District Court for the:
Western District of Tennessee
Middle District of Tennessee
Eastern District of Arkansas
Northern District of Mississippi
Northern District of Texas
Southern District of Texas
United States Court of Appeals for the:
5th Circuit
6th Circuit
Federal Circuit
United States Claims Court
All state and appeals courts in Tennessee and Texas.

Formerly, Board Certified Specialist in Creditors' Rights by the state of Tennessee, but not by state of Texas.

Formerly, Board Certified Specialist in Consumer Bankruptcy by the state of Tennessee, but not by the state of Texas.

The field of Corporate Law is not an area certified as a specialty by the States of Tennessee or by its Commission on Legal Specialization.

Call 901-757-5557 for a free appointment to discuss your situation.

Main Office:
291 Germantown Bend Cove,
Cordova (Memphis), TN 38018
Telephone: 901-757-5557

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