President, treasurer and secretary
Posted on : 06-16-2009 | By : Legal Information | In : Other Legal Topics
2
Hi
we will be starting a company, in Florida, and there are 4 of us. We will all be owners, shareholders. We were told we need to appoint president, treasurer and secretary. But I have no idea what any of these roles include. The internet is full of suggestion of what they are supposed to do, but I’m more interested in legal responsibilities, who can/need to sign which papers and who can’t do that. Who can and who can’t sign bank papers, who can and who can’t sign other company’s legal papers…
OR all these roles can do everything, in terms of banks, lawyers, registrations (if any is needed), documentations, legal papers…
I don’t know how to decide which one of us to appoint to which role. We do have different percentages of the company, 40,30,20,10, but we will all work and have our own duties regarding the project. We will not have any employees.
Please, if someone can describe the most important differences between these roles.
Thank you
I’m unsure of the standard roles in Fla, but you should discuss the legal personal liabilities that may exist for the President, Treasurer or the Secretary. Some of these liabilities exist only by virtue of their title, and in many cases it matters not whether you intended to do something wrong or not. You may still find yourself personally liable for obligations of the corporation. Consider assigning the titles above to the person or people with the largest stake in the corporation and assign alternate titles to the lesser stakeholders, such as Vice Pres, Assistant Secretary, ETC. Also, work very closely with your insurers and obtain D&O insurance for all officers. Read the exclusions from the insurance policies very carefully and try to backfill any holes in the protection being provided.
Hi,
First of all, what type of legal entity are you setting up? A C-Corporation or an S-Corporation? Legality issues are more directly related with the set up of your company, and not the title role’s of people.
If you are all owners / shareholders, if someone sues you, or you go bankrupt, then everyone loses their stake in the company. No one can be sued on an individual level.
There will also be one person chosen as acting representative, so if legal documents need to be presented to someone then this person will receive them.
Basically, I don’t think the naming of the roles is that important.