West Virginia 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

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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).
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FAQ

This is often the case in small corporations. Can the same person be the President, Secretary and Treasurer of a corporation? Yes.

Two or more offices may be held by the same individual, except the president may not also serve as secretary or treasurer.

Officers are usually appointed by the corporation's board of directors, and while specific positions may vary from one corporation to another, typical corporate officers include: Chief Executive Officer (CEO) or President.

How to Write Meeting Minutesthe name of the company, date, and location of the meeting.the type of meeting (annual board of directors meeting, special meeting, and so on.)the names and titles of the person chairing the meeting and the one taking minutes.the names of attendees and the names of those who did not attend.More items...

Officers are responsible for the day-to-day operation of a corporation. The main officer roles are president, vice president, treasurer, and secretary.

A board of directors (B of D) is the governing body of a company, elected by shareholders in the case of public companies to set strategy and oversee management. The board typically meets at regular intervals. Every public company must have a board of directors.

How to write corporate minutes: step by stepTaking Meeting Notes.Type Meeting Notes - Type up a full version of the meeting minutes.Circulate a Draft - Follow your corporation's policy about who must review the draft notes.Distribute Minutes to Board - Usually in advance of the next meeting.More items...

Any number of offices may be held by the same person unless the articles or bylaws provide otherwise. (b) Except as otherwise provided by the articles or bylaws, officers shall be chosen by the board and serve at the pleasure of the board, subject to the rights, if any, of an officer under any contract of employment.

The secretary also keeps the corporate seal if there is one. Some states provide that the offices of president and secretary cannot be occupied by the same person. The treasurer receives and keeps the corporation's money and is responsible for taxes, financial reports, etc.

Meeting minutes should always include the following information:Date of the meeting.Time and location of the meeting.Results of any voting held.Any updates on the goals of the LLC.Any changes in the LLC structure, management, or otherwise.

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West Virginia 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