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A "Close" Corporation is a special feature of Delaware's Corporation Law.
The business of a corporation is managed by its board of directors.
However, a corporation which elects in its certificate of incorporation or in an amendment to be governed by subchapter XIV of Title 8 of the Delaware Code, may be managed by its shareholders.
By making that election the shareholders agree to have the same responsibilities as directors of a general corporation.
The certificate of incorporation must contain special provisions meeting the requirements of the subchapter.
These requirements include a prohibition against "public offerings" of the corporation's stock, as well as limitations upon the transferability of shares and number of shareholders (thirty or fewer).
NOTE: On your corporation/limited liability
company setup screen, you will be asked if you would
like to take advantage of our our Deluxe
Services. Click on one of the following
links to find out about our Deluxe
Incorporation Service and our Deluxe LLC
Service.
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