| Record keeping is a daunting and (most of the time) | | | | Meeting. |
| boring task. However, if you want an organized | | | | 9. Shareholder Proxy (general). |
| business and would like to see how your business | | | | 10. Shareholder Proxy for a Particular Purpose. |
| fares on a very competitive market, you have to be | | | | 11. Shareholder Proxy with Limitation of Authority. |
| a pack rat in some ways. In Texas, an organized | | | | 3. Records Pertaining to Meetings of the Board of |
| business is not only easy to manage but sells quickly, | | | | Directors - The meeting of Board of Directors is, in |
| too. When the time comes you have decided to | | | | business sense, much more important than the |
| move forward with your other business ventures, | | | | shareholders' meeting. The members of the Board |
| records can help you with your sales pitch and | | | | are the persons who actually run the business. Unlike |
| successfully sell your old business. | | | | shareholders, the Board of Directors determines and |
| What should you keep? | | | | executes corporate policies. Therefore, it is a |
| 1. Receipts and invoices - All businesses--whether it is | | | | necessity to keep all records pertaining to meetings |
| a sole proprietorship, a partnership or a | | | | of the Board of Directors. These records are the |
| corporation--will benefit greatly from a well-kept | | | | basis of changes in corporate policies, products or |
| records of purchases, expenses, sales and even | | | | service cancellations or launching of new products or |
| cancelled checks. Collecting these receipts and | | | | service. |
| keeping a record of them in a ledger will help in (1) | | | | The following is a list of some of the forms and |
| preparing tax returns, (2)foreseeing how the business | | | | documents that a Texas business should keep: |
| will progress, say in three years or five years time, | | | | 1. Notices of Regular Meeting of Board of Directors. |
| and (2) eventually in deciding where to cut costs and | | | | 2. Declarations of Service of Notice of Meeting of |
| which of the available business strategies should it | | | | Board of Directors. |
| take. | | | | 3. Call of Special Meeting of Board of Directors. |
| 2. Records Pertaining to Annual Meetings of | | | | 4. Notice of Special Meeting of Board of Directors. |
| Shareholders - Under the law, a corporation should | | | | 5. Minutes of Regular Meeting of Board of Directors. |
| hold a regular annual meeting of shareholders for the | | | | 6. Minutes of Special Meeting of Board of Directors. |
| purposes of electing Board of Directors and for | | | | 7. Approval of minutes of Board of Directors by |
| shareholders to hear the report about the business | | | | absent directors; |
| situation of the corporation. Is the business winning? | | | | 8. Resolutions of the Board of Directors. |
| Or losing? This meeting helps a shareholder determine | | | | 9. Secretary's certificate of adoption of any |
| whether the business is flourishing or is on the verge | | | | resolutions by the Board of Directors; |
| of bankruptcy. Also, this is the only time a | | | | 10. Unanimous Written Consent of Board of Directors. |
| shareholder can interact and in some ways influence | | | | 11. Waiver, Consent and Approval of Meeting of |
| the decisions of the management. | | | | Board of Directors. |
| A Texas business should have forms for the notices, | | | | 12. Proxy (general). |
| waivers, declarations of service, and shareholder's | | | | 13. Proxy for a Particular Purpose. |
| proxy. It should also keep minutes of annual and | | | | 14. Proxy with Limitation of Authority. |
| special meetings of shareholders. The following is a | | | | 4. Other Important Records - The corporate seal, |
| list of some of the forms and documents that a | | | | stock transfer book, financial statements and |
| Texas business should keep: | | | | reports, annual reports and other important company |
| 1. Notices of Annual Meeting of Shareholders. | | | | documents such as tax reports, contracts, insurance |
| 2. Declarations of Service of Notice of Annual | | | | policies, leases, promissory notes, loan documents, |
| Meetings of Shareholders. | | | | and the like, should be kept in a safe and dry place |
| 3. Call of Special Meeting of Shareholders (by | | | | (or in a vault), to preserve its condition. These are |
| shareholders). | | | | documents that are hard to replace when lost or |
| 4. Notice of Special Meeting of Shareholders. | | | | damaged. For instance, if a business would want to |
| 5. Minutes of Annual Meeting of Shareholders. | | | | enforce a contract, it would be hard for that |
| 6. Minutes of Special Meeting of Shareholders. | | | | business to assert its right without the original |
| 7. Unanimous Written Consents of Shareholders. | | | | contract in hand. |
| 8. Waiver, Consent and Approval of Shareholder | | | | |