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LIONS BAY · E-2 FIELD GUIDE

What should be requested from the company before committing?

Sources checked:

THE DIRECT ANSWER

Ask for the capitalization table, the shareholder or operating agreement, bylaws, board and shareholder resolutions, the subscription or purchase agreement, recent financial statements, and the corporate registration filings. Add any employment agreement offered alongside the stake. Review them together, since the equity documents and the job offer can describe two different relationships.

Treat reluctance as information

A company that will not share its governing documents or its cap table before payment is telling the applicant something useful. Reasonable confidentiality is normal; refusal is not. Where documents arrive in draft, note that fact and track which version is finally executed, because the version reviewed and the version signed are frequently different.

Keep translations of any foreign-language corporate records, and store the executed originals with the file rather than screenshots. Request the full set before committing anything: the capitalization table, the shareholder or operating agreement, bylaws, board and shareholder resolutions, the subscription or purchase agreement, recent financial statements, corporate registration filings, and any employment agreement offered alongside the stake. Read the equity documents and the job offer together, since they frequently describe two different relationships.

Track which version is finally executed, because the draft reviewed and the document signed are often not the same. A company that will not share its governing documents before payment is telling the applicant something useful; reasonable confidentiality is normal, outright refusal is not. Keep executed originals and certified translations with the file, and note the date each document arrived.