Well lets ask the question to the forum,
1. What does it take to sell shares in your corporation?
2. Are we taking, Going Public?
3. What regulations are we taking about?
My thoughts, if somebody wants to invest in our company, say 25,000, they will ask for percentage shares for their risk, a buy in. Or make a loan to the corporation, and receive a small percentage shares, and have the loan paid back over time, and still be a stock holder after monies have been paid. I guess you can structure this a lot of ways, Lawyer anybody.
Going Public, interesting, anybody got some knowledge on this?
Thanks All.

Well... I am not a lawyer and would never want to be one. There is a big difference between the common definition of "going public" and "selling some shares" to an investor.

Going public usually means selling your shares on a public market such as the New York Stock Exchange. Unless you are a big successful private company you do not qualify to go public and the NYSE would not even talk to you.

The selling of some shares to individual investors is regulated by your state law. At the time that you incorporated you ask for and was "authorized" so many "common" shares for your corporation. You may sell that number of shares at whatever price you can get for them to anyone stupid enough to invest in your company (now that was uncalled for OldJack!).

Say your incorporation papers authorized 1000 shares. You get some blank stock certificates and sell as many shares as you wish as long as you do not go over the number authorized. You could issue (sell) 510 shares to yourself at the par value or if no par then say $1 per share or $510. 510 shares gives you control of the corporation as it is 51% of 1000 shares assuming you sold all shares authorized. You could then sell me say 100 shares for $25,000 if I was dumb enough to do it. Hey... there are a lot of dumb people in this world and I am one of them.

If you are not an S-corp and wanted to have investors that do not have a vote or say about how the corporation is run, then you get authorization from the state to issue "preferred" shares of stock. This type stock has rights on dividend distributions and usually is set up much like a loan with guarentee dividends that amount to a loan interest. Basically preferred stock gets dividends/interest paid regardless of profits/loss and the right to be paid before common stock gets paid anything. You definitely need a lawyer to draw up this type stock arrangement.

my 2? ??

You Got It, Jack

Doesn't matter how you phrase it, if you sell shares to the public, you have to file the appropriate papers with your state government, and possibly the feds as well.

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Gordon