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  • Curington Law, LLC

Determining the Number of Shares for Your Corporation

As you are forming a corporation, one of the most important decisions you will face is determining the number of shares to issue. This is an essential step in setting up a corporation, as it will ultimately determine how much money your shareholders can potentially earn from their investments. It's important to be aware of the legal requirements and other factors that can affect this decision before making any final determinations.

The Legal Requirements

First and foremost, it's important to understand the legal requirements related to issuing stock in a corporation. Depending on where you are located, there may be certain regulations that must be followed when issuing stock. For example, some states require companies to issue at least one share in order for it to be considered a valid corporation. Additionally, if you plan on having multiple classes of stock (e.g., common stock vs. preferred stock), then each class must have a minimum number of shares issued in order for it to be legally valid.

Shareholder Considerations

When determining how many shares to issue, consider potential shareholders' perspectives as well. If you plan on raising capital through investors or venture capitalists, then they will likely want more shares so that their potential returns are maximized. On the other hand, if you plan on selling shares directly to your employees or customers, then they may not necessarily need large numbers of shares because they won’t be looking for big returns; rather, they would simply like to own part of the company and benefit from any potential dividends or growth opportunities.

Dividend Policies & Growth Opportunities

You should also consider how your dividend policies and future growth opportunities could affect your decision regarding the number of shares issued by your corporation. If you intend to pay out large dividends or offer generous employee benefits such as profit-sharing plans or stock options, then there should be plenty of available shares for those purposes without diluting current shareholders’ ownership stakes too much. On the other hand, if you expect rapid growth within your business and anticipate needing additional capital in order to fund expansion projects down the road, then it might be wise to leave some additional shares unissued until those needs arise so that new investors don’t get diluted too quickly when subsequent rounds of financing occur.

Tax Implications

Additionally, it’s important to consider any potential tax implications associated with issuing different numbers of shares. Depending on how many shares are issued and who they are issued to, there may be different tax consequences that must be taken into account before making a final decision. Consulting with an experienced tax attorney can help ensure that you fully understand any potential tax liabilities associated with issuing different numbers of shares. Curington Law can connect you with the right source.

Choosing how many shares should be issued by your corporation is an important decision with both legal and financial implications that should not be taken lightly. Be sure to research both the legal requirements and shareholder considerations before making any final determinations about how many stocks should constitute your total outstanding share count moving forward. Doing so can help ensure that all parties involved get maximum value from their investment while still adhering to applicable laws and regulations governing corporate structures in your jurisdiction.

For more information about corporations, or would like to set up your corporation, contact Curington Law, LLC at 312 803-1755 or online.


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