A promoter is a person who starts up a business, particularly a corporation, including the financing. The formation of a corporation starts with an idea. Preincorporation activities transform this idea into an actual corporation. The individual who carries on these preincorporation activities is called a promoter. Usually the promoter is the main shareholder or one of the management team and receives stock for his/her efforts in organization. Most states limit the amount of "promotional stock" since it is supported only by effort and not by assets or cash. If preincorporation contracts are executed by the promoter in his/her own name and there is no further action, the promoter is personally liable on them, and the corporation is not.
Under the Federal Securities Act of 1933, a pre-organization certificate or subscription is included in the definition of a security. Therefore, a contract to issue securities in the future is itself a contract for the sale of securities. In order to secure an exemption, all stock subscription agreements involving intrastate offerings should contain representations by the purchasers that they are bona fide residents of the state of which the issuer is a resident and that they are purchasing the securities for their own account and not with the view to reselling them to nonresidents. A stock transfer restriction running for a period of at least one year or for nine months after the last sale of the issue by the issuer is customarily included to insure that securities have not only been initially sold to residents, but have "come to rest" in the hands of residents.
A preincorporation agreement between incorporates and promoters is a legal document that outlines the terms and conditions agreed upon by individuals in Idaho who are involved in the process of incorporating a business. This agreement serves as a foundation for the future incorporation process and sets forth the responsibilities, rights, and obligations of both the incorporates and promoters. The Idaho preincorporation agreement between incorporates and promoters typically includes essential information such as the names and contact details of the parties involved, the purpose of the agreement, the timeline for incorporation, and any specific provisions relating to the business. In addition to these basic components, there may be different types of preincorporation agreements in Idaho that are tailored to specific circumstances. These variations might include: 1. Standard Idaho Preincorporation Agreement: This is the most common type of preincorporation agreement used in Idaho, which outlines general obligations and responsibilities between incorporates and promoters. 2. Idaho Preincorporation Agreement with Capital Contributions: In cases where the promoters agree to contribute capital to the new business, this type of agreement will outline the specific amounts and terms of those contributions. 3. Idaho Preincorporation Agreement with Intellectual Property Assignment: In situations where the incorporates have developed or possess specific intellectual property assets (such as patents, trademarks, or copyrights) that will be transferred to the new business, this agreement will address how those assets are assigned and protected. 4. Idaho Preincorporation Agreement with Non-disclosure Provisions: If the promoters have confidential information or trade secrets that need to be protected during the incorporation process, this type of agreement will contain provisions regarding the non-disclosure of sensitive information. 5. Idaho Preincorporation Agreement with Non-compete Clauses: In some cases, incorporates may agree to refrain from establishing or participating in similar businesses while the incorporation process is ongoing. This agreement will specify the limitations and duration of non-compete clauses. It is important for incorporates and promoters in Idaho to consult with legal professionals experienced in business law to ensure that the preincorporation agreement accurately reflects their intentions and complies with the relevant Idaho laws and regulations.A preincorporation agreement between incorporates and promoters is a legal document that outlines the terms and conditions agreed upon by individuals in Idaho who are involved in the process of incorporating a business. This agreement serves as a foundation for the future incorporation process and sets forth the responsibilities, rights, and obligations of both the incorporates and promoters. The Idaho preincorporation agreement between incorporates and promoters typically includes essential information such as the names and contact details of the parties involved, the purpose of the agreement, the timeline for incorporation, and any specific provisions relating to the business. In addition to these basic components, there may be different types of preincorporation agreements in Idaho that are tailored to specific circumstances. These variations might include: 1. Standard Idaho Preincorporation Agreement: This is the most common type of preincorporation agreement used in Idaho, which outlines general obligations and responsibilities between incorporates and promoters. 2. Idaho Preincorporation Agreement with Capital Contributions: In cases where the promoters agree to contribute capital to the new business, this type of agreement will outline the specific amounts and terms of those contributions. 3. Idaho Preincorporation Agreement with Intellectual Property Assignment: In situations where the incorporates have developed or possess specific intellectual property assets (such as patents, trademarks, or copyrights) that will be transferred to the new business, this agreement will address how those assets are assigned and protected. 4. Idaho Preincorporation Agreement with Non-disclosure Provisions: If the promoters have confidential information or trade secrets that need to be protected during the incorporation process, this type of agreement will contain provisions regarding the non-disclosure of sensitive information. 5. Idaho Preincorporation Agreement with Non-compete Clauses: In some cases, incorporates may agree to refrain from establishing or participating in similar businesses while the incorporation process is ongoing. This agreement will specify the limitations and duration of non-compete clauses. It is important for incorporates and promoters in Idaho to consult with legal professionals experienced in business law to ensure that the preincorporation agreement accurately reflects their intentions and complies with the relevant Idaho laws and regulations.
Para su conveniencia, debajo del texto en español le brindamos la versión completa de este formulario en inglés. For your convenience, the complete English version of this form is attached below the Spanish version.
