San Diego California Minutes of Special Meeting of the Board of Directors of (Name of Corporation) to Adopt Stock Ownership Plan under Section 1244 of the Internal Revenue Code

• Category: Corporations - Minutes and Resolutions
• State: Multi-State
• County: San Diego
• Control #: US-1077BG
• Format: Word; Rich Text

Description

Section 1244 of the Internal Revenue Code is the small business stock provision enacted to allow shareholders of domestic small business corporations to deduct a loss on the disposal of such stock as an ordinary loss rather than as a capital loss, which is limited to only $3,000 annually. Normally, stock is treated as a capital asset and if disposed of at a loss, the loss is deducted as a capital loss. The general rule for net capital losses (losses that exceed gains) is that they are subject to an annual deduction limit of only $3,000. Any excess over $3,000 must be carried over to the next year. A loss on Section 1244 stock is deductible as an ordinary loss up to $50,000 ($100,000 on a joint return, even if only one spouse has a Section 1244 loss). San Diego, California: Minutes of Special Meeting of the Board of Directors of (Name of Corporation) to Adopt Stock Ownership Plan under Section 1244 of the Internal Revenue Code The following are the minutes of the special meeting of the Board of Directors of (Name of Corporation) held at (Location) on (Date) regarding the adoption of a stock ownership plan under Section 1244 of the Internal Revenue Code. Attendees: 1. [Director's Name] 2. [Director's Name] 3. [Director's Name] 4. [Director's Name] 5. [Director's Name] Agenda: 1. Call to Order: The meeting was called to order by [Director's Name] at [Time]. Quorum declared with the presence of [Number] directors constituting a majority of the Board. 2. Approval of Agenda: The agenda for the meeting was presented and approved without modifications. 3. Purpose of the Meeting: The purpose of the meeting was to discuss and consider the adoption of a stock ownership plan under Section 1244 of the Internal Revenue Code. 4. Presentation and Discussion: [Name], [Title or Designation], presented a detailed overview of the proposed stock ownership plan. The plan aims to provide certain tax benefits to shareholders under Section 1244 of the Internal Revenue Code, which allows a portion of the loss from the sale or disposition of stock in a small business corporation to be treated as an ordinary loss rather than a capital loss. The presentation included aspects such as eligibility criteria, benefits, limitations, and potential tax advantages for existing and future shareholders of the corporation. The plan was designed to incentivize and reward long-term shareholders while attracting new investors. The Board engaged in a detailed discussion, addressing various concerns, potential impact on the corporation's financials, and compliance with regulatory requirements. 5. Resolution to Adopt the Stock Ownership Plan: Upon thorough consideration and discussion, a motion was made by [Director's Name] and seconded by [Director's Name] to adopt the stock ownership plan under Section 1244 of the Internal Revenue Code. Resolution: The Board of Directors hereby approves the adoption of the stock ownership plan under Section 1244 of the Internal Revenue Code, as presented, effective [Date]. Vote: In favor: [Director's Name], [Director's Name], [Director's Name], [Director's Name] Opposed: [Director's Name] Motion carried with a majority vote. 6. Adjournment: There being no further business to address, the meeting was adjourned at [Time]. __________________________ [Director's Name] Chairman of the Board __________________________ [Secretary's Name] Secretary Different Types of San Diego, California: Minutes of Special Meeting of the Board of Directors of (Name of Corporation) to Adopt Stock Ownership Plan under Section 1244 of the Internal Revenue Code may include: 1. Regular Meeting Minutes: These minutes document the proceedings of the regularly scheduled meetings of the Board of Directors, excluding special or emergency meetings. 2. Annual Meeting Minutes: These minutes are specific to the annual meeting of the Board of Directors, which typically addresses matters such as election of officers, financial statements, and the overall business strategy. 3. Emergency Meeting Minutes: These minutes are prepared when the Board of Directors convenes on short notice to address urgent matters requiring immediate attention. It is essential to tailor the minutes to the specific type of meeting held and include all relevant details and discussions to accurately reflect the nature and outcome of the meeting.

San Diego, California: Minutes of Special Meeting of the Board of Directors of (Name of Corporation) to Adopt Stock Ownership Plan under Section 1244 of the Internal Revenue Code The following are the minutes of the special meeting of the Board of Directors of (Name of Corporation) held at (Location) on (Date) regarding the adoption of a stock ownership plan under Section 1244 of the Internal Revenue Code. Attendees: 1. [Director's Name] 2. [Director's Name] 3. [Director's Name] 4. [Director's Name] 5. [Director's Name] Agenda: 1. Call to Order: The meeting was called to order by [Director's Name] at [Time]. Quorum declared with the presence of [Number] directors constituting a majority of the Board. 2. Approval of Agenda: The agenda for the meeting was presented and approved without modifications. 3. Purpose of the Meeting: The purpose of the meeting was to discuss and consider the adoption of a stock ownership plan under Section 1244 of the Internal Revenue Code. 4. Presentation and Discussion: [Name], [Title or Designation], presented a detailed overview of the proposed stock ownership plan. The plan aims to provide certain tax benefits to shareholders under Section 1244 of the Internal Revenue Code, which allows a portion of the loss from the sale or disposition of stock in a small business corporation to be treated as an ordinary loss rather than a capital loss. The presentation included aspects such as eligibility criteria, benefits, limitations, and potential tax advantages for existing and future shareholders of the corporation. The plan was designed to incentivize and reward long-term shareholders while attracting new investors. The Board engaged in a detailed discussion, addressing various concerns, potential impact on the corporation's financials, and compliance with regulatory requirements. 5. Resolution to Adopt the Stock Ownership Plan: Upon thorough consideration and discussion, a motion was made by [Director's Name] and seconded by [Director's Name] to adopt the stock ownership plan under Section 1244 of the Internal Revenue Code. Resolution: The Board of Directors hereby approves the adoption of the stock ownership plan under Section 1244 of the Internal Revenue Code, as presented, effective [Date]. Vote: In favor: [Director's Name], [Director's Name], [Director's Name], [Director's Name] Opposed: [Director's Name] Motion carried with a majority vote. 6. Adjournment: There being no further business to address, the meeting was adjourned at [Time]. __________________________ [Director's Name] Chairman of the Board __________________________ [Secretary's Name] Secretary Different Types of San Diego, California: Minutes of Special Meeting of the Board of Directors of (Name of Corporation) to Adopt Stock Ownership Plan under Section 1244 of the Internal Revenue Code may include: 1. Regular Meeting Minutes: These minutes document the proceedings of the regularly scheduled meetings of the Board of Directors, excluding special or emergency meetings. 2. Annual Meeting Minutes: These minutes are specific to the annual meeting of the Board of Directors, which typically addresses matters such as election of officers, financial statements, and the overall business strategy. 3. Emergency Meeting Minutes: These minutes are prepared when the Board of Directors convenes on short notice to address urgent matters requiring immediate attention. It is essential to tailor the minutes to the specific type of meeting held and include all relevant details and discussions to accurately reflect the nature and outcome of the meeting.