Corporate — United States
Corporate skills for United States (imported from open sources; see each skill's author_url for provenance).
Skills
Amended and Restated Certificate of Incorporation (DE)
Drafts a Delaware Amended and Restated Certificate of Incorporation implementing VC term sheet economics and governance into DGCL-compliant charter p…
Amended and Restated Certificate of Incorporation (Delaware)
Drafts filing-ready Delaware Amended and Restated Certificates of Incorporation for venture-financing rounds. Converts term-sheet economics and gover…
Notice of Annual Shareholders Meeting
Drafts legally compliant Notice of Annual Shareholders Meeting for US corporations, covering state-specific notice periods, record dates, quorum and …
Articles of Dissolution
Drafts Articles of Dissolution (Certificate of Dissolution) for U.S. corporations to terminate legal existence via state filing. Reviews articles of …
Articles of Incorporation
Drafts jurisdiction-compliant U.S. Articles of Incorporation for corporate entity formation. Analyzes formation documents, term sheets, and cap table…
Articles of Incorporation — Non-Profit Corporation
Drafts filing-ready Articles of Incorporation for U.S. non-profit corporations satisfying state corporate law and the IRS organizational test under I…
Asset Purchase Agreement
Drafts a U.S. Asset Purchase Agreement for deals where a buyer acquires specified business assets while avoiding unwanted liabilities. Enforces itemi…
Asset Purchase Letter of Intent
Drafts a U.S. asset purchase letter of intent (LOI) separating binding from non-binding terms and capturing deal points, diligence, exclusivity, and …
Assignment and Assumption Agreement
Drafts Assignment and Assumption Agreements transferring contractual rights and obligations from assignor to assignee in asset purchase transactions.…
Audit and Compensation Committee Charter
Drafts board-adopted charters establishing Audit and Compensation Committees for U.S. corporations, covering composition, independence, delegated pow…
Audit & Compensation Committee Charter
Drafts a combined Audit and Compensation Committee charter for U.S. boards, tailored for public or private companies with listing-standard compliance…
Corporate Bank Account Resolution
Drafts U.S. corporate board resolutions authorizing bank account opening, signatory designation, transaction limits, and related banking documents wi…
Bill of Sale and Assignment Agreement
Drafts a Bill of Sale, Assignment and Assumption Agreement for M&A asset purchase closings. Transfers purchased assets (tangible and intangible) from…
Legal Billing Summary
Produces privilege-safe U.S. corporate legal billing summaries from time and expense data. Converts entries into client-friendly narratives with cate…
Board Committee Charter — Audit & Compensation
Drafts board committee charters for Audit and Compensation Committees tailored to public/private status, exchange listing (NYSE/NASDAQ), and governan…
Board of Directors Meeting Minutes
Drafts U.S. corporate board-of-directors meeting minutes into formal, defensible records documenting valid corporate action and governance process. T…
Board Resolution to Dissolve Corporation
Drafts a board resolution authorizing voluntary corporate dissolution via unanimous written consent of directors. Covers Plan of Complete Liquidation…
Board Resolutions Review
Review board/stockholder resolutions for corporate authority, quorum, securities authorization, and execution. Triggers: (1) 'check resolutions' → ch…
Bylaw Amendment Resolution
Drafts a formal Bylaw Amendment Resolution for U.S. corporations, LLCs, or non-profits. Invoke when a board, shareholders, or members approve bylaw c…
Certificate of Incumbency
Drafts a Certificate of Incumbency certifying current officers, directors, and signing authority for a U.S. corporation. Covers exact legal name matc…
Certificate of Withdrawal — Foreign Corporation
Drafts a Certificate of Withdrawal for a foreign corporation surrendering its authority to transact business in a US state. Use when a foreign corpor…
M&A Closing Checklist
Drafts M&A closing checklists tracking documents, approvals, consents, and action items from signing through post-closing. Use when coordinating clos…
Closing Resolutions
Drafts unanimous written consent resolutions authorizing a buyer or seller entity to execute an asset purchase agreement and all ancillary closing do…
Code of Business Conduct and Ethics
Drafts a Code of Business Conduct and Ethics satisfying SEC, SOX §406, and exchange listing requirements. Incorporates company-specific values and re…
Code of Conduct and Ethics
Drafts a U.S. corporate Code of Business Conduct and Ethics with governance controls, enforcement mechanics, and implementation artifacts. Triggers o…
Conflict of Interest Policy
Drafts U.S. corporate and nonprofit conflict-of-interest policies with disclosure mechanics, review/recusal procedures, and enforcement controls alig…
Corporate Practice
Advises on corporate law matters including entity formation, governance, finance, M&A, securities, venture capital, non-profits, and dissolution. Use…
Corporate Bylaws
Drafts complete U.S. corporate bylaws harmonized with Articles of Incorporation and tailored to state statute (Delaware GCL, MBCA, or state-specific)…
Corporate Resolution — Bank Account Authorization
Drafts a board resolution authorizing the opening and management of corporate bank accounts, including signatory designation, account types, borrowin…
Notice to Creditors of Dissolution
Drafts jurisdiction-compliant Notice to Creditors of Dissolution with claim procedures, statutory bar language, and distribution priority frameworks.…
Director Indemnification Agreement
Drafts indemnification agreements between corporations and directors covering expense advancement, indemnification determinations, D&O insurance coor…
Director Indemnification Agreement
Drafts U.S. director indemnification agreements maximizing protection under state corporate law, with advancement of expenses and determination proce…
M&A Disclosure Schedules
Drafts and populates M&A disclosure schedules that except known items from representations and warranties in definitive agreements (merger, stock pur…
Final Report of Dissolution
Drafts a Final Report of Dissolution for corporations, LLCs, and partnerships with statutory compliance. Use when finalizing corporate dissolutions, …
Distribution of Assets Plan
Drafts a corporate Distribution of Assets Plan for dissolution, restructuring, or wind-down, covering asset inventory with valuations, beneficiary de…
Dividend Declaration Resolution
Drafts a board of directors resolution authorizing a cash, stock, or property dividend to shareholders. Enforces solvency testing (equity and balance…
Due Diligence Checklist
Drafts due diligence checklists for U.S. corporate transactions (M&A, asset purchases, investments, JVs, restructurings). Covers corporate structure,…
Due Diligence Report
Produces U.S. corporate/M&A due diligence reports summarizing legal risks across corporate records, contracts, liabilities, regulatory compliance, an…
Due Diligence Summary
Produces structured U.S. transactional due diligence summaries with risk ratings, document citations, and follow-up actions. Triggers when the user r…
Earn-Out Agreement
Drafts U.S. M&A earn-out agreements as exhibits to purchase agreements, covering earn-out period, metrics, covenants, reporting, dispute resolution, …
entity-compliance
Entity compliance tracker — initialize, report upcoming deadlines, update status, run health audit, export to CSV. Maintains a compliance-tracker.yam…
Equity Financing Term Sheet
Drafts a U.S. venture equity term sheet from deal facts into a negotiation-ready, investor-grade document. Use when counsel or founders need a struct…
Equity Financing Term Sheet
Drafts a U.S. equity financing term sheet for preferred stock rounds (Series A/B/C), structured as a non-binding framework with binding confidentiali…
Escrow Agreement
Drafts tripartite U.S. escrow agreements for M&A and commercial closings, covering escrow property, deposit mechanics, release conditions, dispute ha…
Final Report of Dissolution
Drafts a filing-grade final report of dissolution for U.S. corporate or LLC closings, documenting winding-up actions, creditor handling, asset dispos…
Finder's Fee Agreement
Drafts U.S. corporate Finder's Fee Agreements that compensate introducers while constraining activities to avoid broker-dealer or agency status. Incl…
Foreign Corporation Registration
Drafts a foreign corporation registration (Certificate of Authority) package to qualify a U.S. corporation for business in a new state. Extracts corp…
Frame Board
Draft board resolutions, consent documents, and meeting minutes.
Action by Written Consent of Incorporator
Drafts an Action by Written Consent of Incorporator for newly formed U.S. corporations. Trigger when the user needs to formalize post-incorporation o…
Initial Board Resolutions
Drafts initial board resolutions (organizational meeting minutes) for newly formed U.S. corporations. Covers bylaw adoption, officer elections, banki…
Client Intake Summary (Corporate)
Produces a structured U.S. corporate client intake summary from intake forms, consultation notes, and initial communications. Outputs an executive ov…
SaaS Legal & Business Formation
Use this skill when the user needs to form a business entity, choose between LLC and C-Corp, create Terms of Service, write a Privacy Policy, or hand…
Letter of Intent (LOI)
Drafts corporate Letters of Intent for M&A and business transactions, structuring binding vs. non-binding provisions, deal terms, exclusivity, and co…
Letter of Intent (LOI)
Drafts U.S. corporate transaction Letters of Intent (LOI) for mergers, acquisitions, investments, and strategic alliances. Separates non-binding inte…
Limited Partnership Agreement (LPA)
Drafts U.S. private equity and venture capital Limited Partnership Agreements (LPAs) covering GP/LP governance, capital commitments, distribution wat…
Limited Partnership Agreement (LPA)
Drafts institutional-quality Limited Partnership Agreements for PE/VC fund formation. Covers GP/LP terms, capital commitments, distribution waterfall…
M&A Closing Checklist
Drafts a party-coded M&A closing checklist for U.S. stock purchases, asset deals, and mergers. Generates a status-tracked matrix covering corporate a…
Merger Agreement
Drafts U.S. merger agreements for M&A transactions covering merger structure and mechanics, consideration, equity treatment, reps and warranties, cov…
Non-Competition & Non-Solicitation Agreement (Seller)
Drafts a Non-Competition and Non-Solicitation Agreement for a seller principal in an asset purchase transaction. Use when drafting ancillary restrict…
Non-Profit Board Meeting Minutes
Drafts legally compliant non-profit board meeting minutes with attendance, quorum, resolutions, conflict-of-interest recusals, and executive session …
Nonprofit Corporation Bylaws
Drafts U.S. nonprofit corporation bylaws aligned to state nonprofit corporation acts and IRC §501(c)(3) requirements, covering governance structure, …
Notice of Annual Shareholders Meeting
Drafts a U.S. corporate annual shareholders meeting notice enforcing record-date accuracy, notice timing, quorum/vote thresholds, proxy logistics, an…
Legal Opinion Summary
Summarizes U.S. transactional legal opinions into executive-ready briefs preserving issues, analysis, conclusions, qualifications, and key authoritie…
Organizational Meeting Minutes
Drafts organizational meeting minutes for newly formed corporations or LLCs, covering quorum, bylaws/OA adoption, elections, capitalization, banking,…
Plan of Liquidation and Dissolution
Drafts a Plan of Liquidation and Dissolution for U.S. corporations undergoing voluntary dissolution. Covers board/shareholder approvals, creditor not…
Plan of Liquidation and Dissolution
Drafts a U.S. corporate Plan of Liquidation and Dissolution for voluntary wind-downs. Triggers when inputs mention liquidation, voluntary dissolution…
Prepare the Delaware Annual Filing
Get ready for your Delaware annual report and franchise tax (due March 1 every year). I run the math two ways and pick the cheaper one, which is usua…
Pro Forma Capitalization Table
Drafts a pro forma capitalization table modeling ownership before and after a financing event or corporate transaction. Calculates dilution, conversi…
State Qualification to Do Business
Drafts U.S. foreign-corporation qualification filings (Certificate of Authority) for a target state. Use when registering a corporation to transact b…
Related Party Transaction Policy
Drafts a board-adoptable Related Party Transaction Policy for U.S. corporations governing identification, Audit Committee review, approval, and discl…
Amended and Restated Certificate of Incorporation
Drafts an Amended and Restated Certificate of Incorporation for Delaware corporations in preferred stock financing rounds. Covers authorized capital,…
Right of First Refusal and Co-Sale Agreement
Drafts Right of First Refusal and Co-Sale Agreements for venture-backed and closely-held companies. Establishes ROFR mechanics, tag-along/co-sale rig…
YC SAFE Review Skill
YC SAFE Agreement review and advisory skill for startup founders and lawyers. Use when user (1) uploads a SAFE agreement for review/comparison, (2) a…
Busca em Registros Corporativos Estaduais
Busca empresas onde uma pessoa brasileira aparece como officer, registered agent ou governing person em registros corporativos estaduais americanos (…
Seller Consulting Agreement
Drafts a U.S. seller consulting agreement for post-closing transition services in M&A and asset purchase transactions. Use when a seller must provide…
Opinion of Seller's Counsel (APA)
Drafts Opinion of Seller's Counsel letters for APA closings per ABA Legal Opinion Accord standards. Use when drafting closing opinion letters, seller…
Series A Stock Purchase Agreement
Drafts market-standard Series A Stock Purchase Agreements for venture capital financings. Covers preferred stock issuance, rep/warranty packages, ind…
Shareholder Agreement
Drafts U.S. shareholder agreements governing ownership, control, transfers, valuation, and exits with enforceable governance and dispute frameworks. …
Shareholder Meeting Summary
Generates structured, record-quality summaries of shareholder meetings from minutes, transcripts, and related materials. Triggers when the user provi…
Shareholder Resolution to Dissolve
Drafts a shareholder resolution authorizing voluntary dissolution of a corporation with state-specific compliance, voting documentation, recitals, wi…
Shareholder Rights Plan
Drafts a U.S. shareholder rights plan (poison pill) package including rights agreement, certificate of designations, board memo, Form 8-K, and press …
Shareholders Meeting Minutes
Drafts minute-book-ready U.S. corporate shareholders meeting minutes covering notice, record date, quorum, attendance, reports, votes, and resolution…
StartupLegalShield
Complete legal intelligence for startups — incorporation, cap table, IP protection, employment law, fundraising docs, SaaS agreements, regulatory com…
Application for Certificate of Authority
Drafts an Application for Certificate of Authority to qualify a foreign corporation in a target U.S. state. Use when a corporation needs foreign qual…
Statement of Information
Drafts a U.S. Statement of Information for periodic Secretary of State filing. Validates corporate name, officers, directors, registered agent, and a…
Stock Ledger and Certificates
Drafts stock ledger and certificate packages for U.S. corporations, including master equity ledger, certificate templates, transfer procedures, and o…
Stock Option Grant Agreement
Drafts Stock Option Grant Agreements for ISOs or NQSOs under a company's equity incentive plan. Covers vesting, exercise mechanics, termination, tax …
Stock Purchase Agreement (M&A)
Drafts a Stock Purchase Agreement for 100% stock acquisitions in middle-market M&A transactions. Covers purchase price with working capital adjustmen…
Transitional Services Agreement
Drafts a Transitional Services Agreement (TSA) for post-closing seller-to-buyer service delivery in U.S. M&A transactions. Use when a corporate acqui…
Shareholder Voting Agreement
Drafts enforceable shareholder Voting Agreements coordinating director elections, fundamental transactions, charter amendments, and other corporate m…
Written Consent in Lieu of Meeting
Drafts Written Consents in Lieu of Meeting for corporate boards or shareholders. Ensures compliance with state corporate law (e.g., DGCL §§141(f), 22…
Written Consent in Lieu of Meeting
Drafts U.S. corporate written-consent instruments (board, shareholder, member) as substitutes for formal meetings. Triggers when counsel requests boa…
Action by Written Consent of Incorporator
Drafts a U.S. corporate Action by Written Consent of Incorporator for post-formation organizational actions (adopting bylaws, appointing directors, t…