a Business Checklist
2001 Shaw Pittman. All rights reserved.
legal form of organization (proprietorship,
partnership, corporation, limited liability
name or file Certificate of Incorporation,
Certificate of Limited Partnership, or
Limited Liability Company Articles of
formed, apply for Authority to Conduct
Business in applicable jurisdictions (if
Minute Book and seal.
a corporation, adopt organizational
resolutions of the Board of Directors.
(If another form of entity, take
similar action appropriate to such entity
adopt bylaws (see item 6
select and appoint officers
establish location of principal
adopt corporate seal
approve opening of bank accounts and
approve form of stock certificate
g) determine appropriate
amount of initial capitalization,
issuance of stock
set fiscal year date
approve payment of organizational
ratify pre-incorporation actions
Bylaws, Limited Partnership Agreement, or
Operating Agreement, as applicable.
- Execute investment letter for each
stockholder (or similar equity holder) in
connection with initial issuance of shares (or
similar equity interests).
- Collect payment from and issue shares (or
similar equity interests) to each purchaser
- If a partnership or limited liability
company, amend Schedule A (list of partners or
members), and obtain executed signature pages of
the Limited Partnership Agreement/Operating
Agreement from each partner/member.
- Secure vendorís license or other
business permits as needed.
- Check local zoning ordinances regarding
zoning, licenses, etc.
- Check with Building Permit Office before
- Be aware of what EPA/environmental
requirements may apply to your business.
- Check with insurance agent about what
coverage you will need.
Undertake analysis of various tax issues
relating to establishment of this entity,
including discussions with tax counsel/advisors.
File Form SS-4: Application for Employer
If required to have a vendorís license,
you will be responsible for collecting and
remitting sales tax.
- If a Small Business Corporation, file
- Contact county and/or city tax offices
for personal property and local tax
- Contact state tax office for state tax
- If incorporated, will need to pay annual
corporate franchise tax.
- Be prepared to make estimated quarterly
income tax payments.
- Determine whether any employees will have
- Collect and keep on file a Form I-9:
Employment Eligibility Verification for
- Collect and keep on file a Form W-4
for each employee.
- You are required to withhold federal
income tax for each employee.
- You are required to withhold and match
social security and medicare deductions for each
- You are required to withhold state income
tax for each employee.
- You are required to withhold city income
tax for each employee where applicable.
must pay into:
- Make sure you have all posters available
for display as required by law (wage & hour
regulations, civil rights information, OSHA,
- Understand the difference between
employees and independent contractors.
If using independent contractors, check
references, make sure they have their own
insurance coverage, etc.
- Be aware of OSHA regulations and how they
affect your business.
- Be aware of the Americans with
- Create an employee handbook and have it
reviewed by legal counsel.
- Determine what benefits you will offer.
Planning the Operation
- Prepare a business plan, including
projections of cash flow.
- Prepare a marketing plan with specific
goals and objectives.
- Set up bookkeeping system.
- Consider any accounting issues.
- Set up other record keeping systems
(inventory control, customer lists, etc).
- Secure business stationery, including
- Open a business checking account.
- If extending credit, establish a written
formal credit policy.
- If accepting checks, write check
acceptance procedures and safeguards.
- Secure professional resources
(accountant, attorney, insurance agent, banker,
- Consider purchasing or leasing equipment
and understand the savings and/or difficulties
associated with each method.
- If purchasing used equipment, know to
check for liens or upaid sales tax, know how to
require a bill of sale from seller containing an
affidavit that the seller has full right to sell
and transfer equipment and that said equipment
is free and clear of any and all liens,
mortgages, debts, or other encumbrances or
with county to determine any UCC filings or
- Estimate monthly personal expenses.
- Estimate cost of advertising, decorating,
inventory, fees, working capital, etc.
- Estimate cash needed to start your
- Understand bankís requirements for
- Consider alternative plans to financing.