Stock Certificates and Notarization: What You Need to Know

Do stock certificates need to be notarized?
There is no law that you need to have it witnessed or notarized, but it does not hurt to do this. You should also have a board resolution reflecting this stock transfer to you.
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Stock certificates are official records that prove an individual owns shares of a corporation. They are shares of the company’s equity that corporations issue to shareholders. Even if stock certificates are still in use today, notarization is not always necessary.

States differ in how often stock certificates must be notarized, and other states do not need it at all. For instance, stock certificates are not required to be notarized in California. However, certain states could demand notarization for specific kinds of stock certificates, such ownership transfer certificates.

Stock certificates are not frequently utilized in the context of LLCs. Membership interests, which stand in for ownership in the business, are instead issued by LLCs. It is not necessary to notarize these membership interests, but the operating agreement for the LLC should reflect them.

LLCs may also have membership interests that are both voting and nonvoting. Nonvoting interests do not allow members to vote on corporate decisions, whereas voting interests do. Because of this, LLCs can offer some members additional authority over the business without reducing overall member ownership.

Although LLCs can issue stock and go public, this is not typical. It can be expensive and time-consuming to go public since it necessitates adherence to tough securities laws and regulations. The majority of LLCs desire to remain secretive and instead offer membership interests.

Unissued units, or membership interests that have not yet been assigned to a member, are another possibility for LLCs. These unissued units can be held back for potential investors or staff members and used to raise money for the business.

In conclusion, the need for notarizing stock certificates varies by state and is not always necessary. Instead of stock certificates, LLCs frequently issue membership interests, which can include both voting and nonvoting interests as well as unissued units. To guarantee distinct ownership and voting rights among members, it is crucial for LLCs to accurately document membership interests in their operating agreement.

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