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.
The Alabama Preincorporation Agreement between Incorporates and Promoters is a legal document that outlines the agreement and obligations between potential incorporates and promoters in the process of forming a new corporation in the state of Alabama. This agreement sets forth the terms and conditions under which the parties will collaborate, organize and establish the corporation. It includes specific details regarding the responsibilities, roles, contributions, and liabilities of each party involved. In the state of Alabama, there are various types of Preincorporation Agreements based on the specific circumstances and needs of the parties involved. Some categorizations include: 1. Standard Alabama Preincorporation Agreement: This is the most common type of agreement signed between incorporates and promoters. It includes provisions regarding the capital structure, management structure, and initial operations of the corporation. 2. Financial Alabama Preincorporation Agreement: This type of agreement focuses primarily on the financial aspects of the corporation, such as the initial capital contributions, funding commitments, and financial obligations of the incorporates and promoters. 3. Intellectual Property Alabama Preincorporation Agreement: In cases where intellectual property is a significant asset in the formation of the corporation, this type of agreement is required. It addresses the ownership, licensing, and transfer of intellectual property rights between the parties involved. 4. Non-Disclosure and Confidentiality Alabama Preincorporation Agreement: This agreement is crucial when confidential information and trade secrets are shared during the preincorporation phase. It ensures that the parties involved will maintain strict confidentiality and not disclose any sensitive information about the corporation or its operations. 5. Mutual Aid and Assistance Alabama Preincorporation Agreement: This type of agreement focuses on the cooperation, support, and assistance between the incorporates and promoters during the organization and establishment of the corporation. It outlines the mutual obligations and responsibilities to ensure a smooth incorporation process. It is essential to consult with legal professionals to draft a Preincorporation Agreement that addresses specific concerns and requirements in compliance with Alabama's corporate laws and regulations. These agreements provide a clear framework for collaboration and serve as a foundation for the successful creation of a new corporation.The Alabama Preincorporation Agreement between Incorporates and Promoters is a legal document that outlines the agreement and obligations between potential incorporates and promoters in the process of forming a new corporation in the state of Alabama. This agreement sets forth the terms and conditions under which the parties will collaborate, organize and establish the corporation. It includes specific details regarding the responsibilities, roles, contributions, and liabilities of each party involved. In the state of Alabama, there are various types of Preincorporation Agreements based on the specific circumstances and needs of the parties involved. Some categorizations include: 1. Standard Alabama Preincorporation Agreement: This is the most common type of agreement signed between incorporates and promoters. It includes provisions regarding the capital structure, management structure, and initial operations of the corporation. 2. Financial Alabama Preincorporation Agreement: This type of agreement focuses primarily on the financial aspects of the corporation, such as the initial capital contributions, funding commitments, and financial obligations of the incorporates and promoters. 3. Intellectual Property Alabama Preincorporation Agreement: In cases where intellectual property is a significant asset in the formation of the corporation, this type of agreement is required. It addresses the ownership, licensing, and transfer of intellectual property rights between the parties involved. 4. Non-Disclosure and Confidentiality Alabama Preincorporation Agreement: This agreement is crucial when confidential information and trade secrets are shared during the preincorporation phase. It ensures that the parties involved will maintain strict confidentiality and not disclose any sensitive information about the corporation or its operations. 5. Mutual Aid and Assistance Alabama Preincorporation Agreement: This type of agreement focuses on the cooperation, support, and assistance between the incorporates and promoters during the organization and establishment of the corporation. It outlines the mutual obligations and responsibilities to ensure a smooth incorporation process. It is essential to consult with legal professionals to draft a Preincorporation Agreement that addresses specific concerns and requirements in compliance with Alabama's corporate laws and regulations. These agreements provide a clear framework for collaboration and serve as a foundation for the successful creation of a new corporation.
