Documents You Should Keep

You should always have these documents at the ready.

Organizational/Governance Documents

Corporations
  • Articles or Certificate of Incorporation as filed with the state of organization
  • Bylaws
  • Qualification(s) to Do Business in Jurisdiction(s) other than the state of organization, if any
  • Shareholders’ Agreement or Investor Rights Agreement (if any), fully executed
  • Stock register showing all stock issuances and transfers
  • Blank Stock Certificates (numbered sequentially) in the form approved by the Board of Directors
  • Corporate minute book recording proceedings of the Board of Directors and shareholders of the corporation, including corporate minutes (or executed Action by Unanimous Written Consent of the Board of Directors or Incorporator in lieu of meeting) electing officers and minutes of shareholders’ meeting (or executed Action by Unanimous Written Consent of the Shareholders) electing director(s) and approving significant corporate transactions
  • Copy of IRS Form SS-4 (to request federal employer identification number) and IRS response
  • Copies of Annual Reports filed in state of organization (and other jurisdictions in which organized to do business)
Limited Liability Companies
  • Certificate of Formation or Organization as filed with the state of organization
  • Limited Liability Company Agreement (aka Operating Agreement) fully executed, with all amendments
  • Qualification(s) to Do Business in Jurisdiction(s) other than the state of organization (if any)
  • Copies of Annual Reports filed in state of organization (and other jurisdictions in which organized to do business)
Limited Partnerships
  • Certificate of Limited Partnership as filed with the state of organization
  • Limited Partnership Agreement, fully executed (with all amendments)
  • Qualification(s) to do business in jurisdiction(s) other than the state of organization (if any)
  • Register of partners and partnership interests
  • Copies of Annual Reports filed in state of organization (and other jurisdictions in which organized to do business)

 

Intellectual Property Documents

  • Patent, trademark, and other intellectual property applications and registrations
    • Dates that you first conceive of an invention and reduce that to practice
    • Dates that you first share an invention to another outside of the company
    • Dates and documents showing the first use of any trademark or service mark (i.e. a first brochure, date the website goes live, etc.)
  • Non-Disclosure Agreement
  • Assignment of Inventions Agreement (for employees)
  • Work for Hire Agreement (third party)

 

Initial or Seed Round Investor Documents

  • Private Placement Memorandum (if any)
  • Pitch book or marketing materials
  • Subscription documents, fully executed or Securities Purchase Agreement, fully executed
  • Copies of issued stock certificates (if a corporation)
  • Copies of Convertible notes (if any)
  • Copies of Warrants (if any)

 

Other Documents

  • Non-Competition Agreements (if any)
  • Employment Agreements (if any)
  • Licenses and permits
  • Vendor contracts, fully executed
  • Customer contracts, fully executed
  • Employment records
  • Financial records, including daily ledger, balance sheet, and income and loss statements
  • Equity compensation plan and copies of equity compensation  agreements for awards granted
  • Business Plan
  • Copies of federal and state tax returns
  • Copies of any 409A valuations