Incorporation (“Formation” / “Organization”) Documents Revealed! (and in Plain English!)

Often when I advise early-stage founders on officially organizing their business under state law, I find myself preemptively apologizing about how I’m about to throw dozens of terms at them that they’ve never heard before–and ask them to stop me where our conversation has gone from informal English to High Indecipherable Greek-ese.

To date I’ve found few easy fixes for this issue. So I made a glossary which I send (at least if I remember to!) along with the first draft of the main docs. It’s not the most suspenseful of reading material, but I hope it cuts through some of the confusion.

We lawyers are hardly immune from committing one of my personal pet peeves: Random variation in novel terminology. I.e. the one that leaves you thinking: “So wait, is this one brand-new unfamiliar term different or the same from this other brand-new unfamiliar term that you just used in a manner which suggested it may or may not be exactly the same thing?!?”

Both terms are unfamiliar to me, so I have no idea…please help now please!”

I.e. insert appropriate WTF GIF here. Like this one:

So, out of sympathy for that frustration, I tried to also give “variant” names that describe the same document. With that caveat, hope this helps! Please send comments/improvements to info@foundry.legal.

The foregoing article is provided for informational purposes only and is not legal advice or a legal opinion, and does not create an attorney-client relationship. It may not apply to your specific facts or circumstances, and you should not act or rely on any information contained in this article without first seeking the advice of an attorney licensed to practice in your state.

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