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Incorporation Questions

This document is an incorporation questionnaire for a Delaware corporation. It requests information such as contact details, the proposed corporate name and whether it has been reserved, details about directors and officers, capitalization structure, and additional details such as fiscal year end and accountant and bank information. It also asks whether trademark searches or prosecutions are needed for the corporate name, and whether any funding will come from non-U.S. investors.

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98 views4 pages

Incorporation Questions

This document is an incorporation questionnaire for a Delaware corporation. It requests information such as contact details, the proposed corporate name and whether it has been reserved, details about directors and officers, capitalization structure, and additional details such as fiscal year end and accountant and bank information. It also asks whether trademark searches or prosecutions are needed for the corporate name, and whether any funding will come from non-U.S. investors.

Uploaded by

rpbaustin
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as DOCX, PDF, TXT or read online on Scribd
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INCORPORATION QUESTIONNAIRE

(Delaware Corporation)
1.

Contact Information:
Address:
(street address necessary)
Contact Person:
Email address:
Telephone number:

2.

Name:
a.

Proposed name of corporation

b.

Has name been reserved?


If yes, when will reservation expire?

c.

3.

Name must also be available for use in the following states:

Trademark:
a.

Should Orrick request a trademark search regarding the name?


If yes, how should the search be performed?
_____ On-line search ($100.00 for legal fees and database access costs)
_____ Thomson & Thomson search ($390.00 per mark)

4.

b.

Mark(s) or name(s) to search:

c.

If mark or name is clear, should Orrick carry out trademark prosecution?

Description of the Business:


a.

Brief description of proposed business activities:

5.

In which other states will the corporation do business or own property?

6.

Name and street address of initial agent for service of process:


a.

In Delaware:

Corporation Service Company, 2711 Centerville Road, Suite 400, Wilmington,


Delaware 19808
Other:
b.

In California, or other state in which Company will do business (preferably an


individual):
Corporation Service Company, which will do business in California as CSCLawyers Incorporating Service
Other:

7.

Directors:
a.

Number: fixed at __________


OR
flexible number of directors:

b.

i.

minimum of __________

ii.

maximum of __________

iii.

initially fixed at ________

Initial directors (the first director listed will be designated the Chairman of the
Board):
Name

8.

Street Address
(business or residence)

Email Address

Officers:1
Designated
Officers

Name

Title

Street Address
(business or
residence)

CEO
President
Treasurer
Secretary
1 The same person can hold more than one office.
2

Email
Address

Other
9.

Capitalization:
a.

Number of each class of authorized shares:


i.

shares of common: _______________


par value per share: ________________

ii.

_____ shares of __________ (attach description)


$_____ par value

iii.

_____ shares of __________ (attach description)


$_____ par value

b.

Number of shares to be initially issued:

c.

Proposed initial stockholders and consideration:


Name and Address

Number of
Shares

Class of
Stock

Amount and Form


of Consideration

Describe Any Special Vesting Provisions:

d.

Will any of the funding be provided indirectly or directly by non-U.S. investors?


__________
If yes, what percentage voting interest in the corporation will the non-U.S.
investor(s) acquire? _______________2

2 If the percentage ownership of the non-U.S. investors is calculated as 10% or greater and the
company has value over a certain threshold defined by the Bureau of Economic Analysis, the
corporation will be required to make a filing (i.e., Form BE-605 or filing with the U.S.
Department of Commerce to report the acquisition). The corporation can take advantage of an
3

10.

Additional Information:
a.

Fiscal year of corporation ends (generally suggest 12/31):

b.

Accountants (name, address and telephone):

c.

Bank (name and address):

exemption if the threshold is not met, but it must make a filing in order to do so. See:
http://www.bea.gov/surveys/fdiusurv.htm
4

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