It is well known that corporation and LLC certificates are proof of ownership of the person (or entity, if the shareholder or member named is another entity) they are issued to. But did you know that these certificates may confer specific rights, or place restrictions on, the holder of the certificates?
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The financial value of a corporation is its stock (called shares in New York). It may be contributed by its original shareholder(s) for money, goods or services, or raised by selling shares to others. A corporation is authorized by its organizing documents to issue a certain number of shares, sometimes for a predetermined value for each share (“par value” shares) and sometimes for an unspecified amount dependent on values determined by the organizers, or later the market rate at the time the shares are sold (“no par” value shares). Owners of the shares of a corporation are given share certificates, which are physical paper certificates representing the number of shares of the corporation owned. The form of the stock certificates must be adopted by a resolution of the shareholders preserved in the minutes of the corporation.
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