Updating corporate records dating across class lines


08-Jun-2016 23:53

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I am the sole shareholder and director of a closely held corporation.I have failed to keep my minute book updated for several years. I know that corporate records cannot be falsified, so if I write minutes for meetings that should have occurred years ago, wouldn't I be falsifying records?Under Pennsylvania corporate law, at least one meeting of the shareholders is required to be held in each calendar year for the election of directors and to approve other matters coming before the shareholders.Do you have records confirming that an annual corporate meeting has been held for your corporation for more than a year?Large updates become much easier to perform when you understand some of the basic principles of database design.An Access database is not a file in the same sense as a Microsoft Office Word 2007 document or a Microsoft Office Power Point 2007 slide deck.The ISO 15489-1: 2001 standard ("ISO 15489-01") defines records management as "[the] field of management responsible for the efficient and systematic control of the creation, receipt, maintenance, use and disposition of records, including the processes for capturing and maintaining evidence of and information about business activities and transactions in the form of records".

As a result of these pressures, we are seeing a noticeable increase in “piercing the corporate veil” claims being asserted by banks and other creditors against the shareholders of a debtor corporation.

A “piercing the corporate veil” claim is a type of legal claim asserted by a creditor against the shareholders of a corporation, seeking to disregard the existence of the corporate entity and instead have the corporation’s shareholders held personally liable for the debts as the “alter ego” of the corporation, even if the shareholders would not otherwise be liable for those debts.

The issue of “piercing the corporate veil” is one of the most litigated issues in corporate law.

Failure to Maintain Corporate Records can invalidate that Protection!

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Keep your corporation organized and operations running smoothly with the Corporate Records Maintenance Package.

Microsoft Office Access 2007 provides a number of tools for updating existing records, including datasheets, forms, queries, find-and-replace, and the new Data Collection feature.



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