Legal Question in Business Law in California

Re: number of directors

It depends upon the number of shareholders. In California, a corporation with three or more shareholders must have at least three directors. With two shareholders, two or more directors. If there is but a single shareholder, only one director is required. A husband and wife holding shares as community property is treated as a single holder. Therefore, 'one person corporations' are possible in California. There may be federal tax traps for so-called 'personal holding companies.' See a tax advisor or attorney.

Re: number of directors

It's perfectly acceptable to have a 1 member board of directors. You are required to have 3 officers, a president or CEO, a secretary and a treasurer, but you can fill those three offices. Numerous corporations have but one shareholder who acts as the sole director and fills the slots of the three statutorily required offices.

Best of luck with your new endeavor.

Now the inevitable caveat:

The foregoing information is provided as an accommodation only, and does not constitute specific legal advice or a biding legal opinion based on a comprehensive review of all relevant facts, nor can provision of such information be construed as creating an attorney-client relationship.

Re: number of directors

Yes. The law requires 3 statutory officers - and you can be all three officers. I can guide you through the incorporation process, or you can go it alone, but I would suggest keeping the articles to the statutory minimum.

Re: number of directors

yes.

There are many other critical issues also.

Joel Selik

www.4thelaw.com

Re: number of directors

You need to define if this is a C-corporation which is the usual default filing or if you intend to become an S-Corporation. Do you need to be a corporation? You might be able to operate as a single member LLC. I'll forbear to hazard a further guesstimate without knowing your business, what entity you intend to operate as, and what tax planning went into your selection of business entity. As a general rule in California, you usually need two people to form a C-Corp. If you are not doing big business you should avoid doing business as a C-corp and look to another business structure.