Los Angeles, CA asked in Business Formation and Business Law for California

Q: Once a corporation has been formed can shares of stock not be issued, and if so who owns the corporation?

Once a corporation is duly incorporated, who owns the corporation if no shares of stock have been issued, and can ownership change simply by issuing the majority of shares to and officer (say CEO) of the corporation without that officer having to pay for them?

2 Lawyer Answers
Shawn R. Jackson
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Answered

A: Well ... the first thing to do is to review the documents ... articles, bylaws and organizational meeting minutes. Second, email those documents to a business development attorney of your choice to schedule a free initial consultation by video call or telephone call.

A: You could change the ownership of the corporation by issuing shares to an officer of the corporation. To do so, I recommend that you have a stock purchase agreement, a Board consent authorizing the issuance of the shares and submit a 25102(f) securities filing for the issuance of the shares.

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