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The
Importance Of Annual Corporate Meetings
Have you
heard about the legal theory of "piercing the corporate
veil" to make the shareholders the alter ego of the
corporation so that the shareholders themselves will be personally
liable for its debts?
There is
such a theory!
There are
mistakes that inexperienced or ill-informed people can make
causing shareholders to become personally liable for their
corporation's debts. That's something you definitely want to
avoid. One of the main reasons many people incorporate is to
protect their personal assets. How can you begin to prepare to
protect yourself?
Comply with
Corporate Formalities!
A very
important corporate formality is holding annual meetings of
shareholders and directors and having written minutes of those
meetings prepared and filed in your corporate minute book. When
there is only one shareholder or one director a meeting, of
course, cannot take place. In these circumstances the annual
written action of the sole shareholder or the sole director should
be prepared and placed in the corporate minute book.
If your
corporation keeps annual written minutes, or the annual written
action of the sole shareholder or director, as the case may be,
you will have gone a long way in complying with corporate
formalities. To be sure, this is not, in and of itself, a
guarantee that your corporate veil cannot be pierced. However, if
you are careful about this, and are well informed, you will
probably be careful and well informed about other corporate
formalities thus helping you to avoid becoming personally liable
for your corporation's debts.
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