You have requested that Maiello, Brungo & Maiello, LLP (“MBM”) represent you in the incorporation of a Pennsylvania corporation with multiple shareholders. The total fee for the services as itemized below in (i) through (x) is $1,200.00, plus the State Required Filing Fees charged by the Pennsylvania Department of State currently listed as $125.00, for a total fee of $1,325.00. Payment is due upon acceptance of the terms of our engagement.
MBM will provide the following services to you for the incorporation of the corporation (“Corporation”):
- Preparation and filing of Articles of Incorporation with the Pennsylvania Department of State;
- Preparation and drafting of the Organizational Resolutions of the Incorporator and Board of Directors;
- Preparation and drafting of standard form Bylaws for the Corporation;
- Preparation and placement of statutorily required legal advertisements for the Corporation;
- Preparation and drafting of the Stock Certificates for the shareholders;
- Complete IRS SS-4 application obtain an employer identification number for the Corporation from the Internal Revenue Service;
- Shareholder and Stock Transfer Ledger;
- Providing a Memorandum identifying issues and recommendations for shareholders that should be addressed in a Shareholders’ Agreement;
- Checklist for Considerations for Operating a Corporation; and
- Providing thirty (30) minutes of an attorney’s consulting time (which can be used incrementally but will not exceed a total of 30-minutes).
Unless otherwise specifically agreed to in writing, MBM will not perform additional legal services under this limited engagement.
MBM will keep you informed as to the progress of your matter and, when necessary, MBM will send you copies (either electronically or via first class mail) of all pertinent documents. Either of us may terminate this engagement at any time for any reason by written notice subject on our part to the applicable Pennsylvania Rules of Professional Conduct. In the event of such termination (whether by you or by MBM), you will be responsible for MBM’s fees and costs up to the date of termination and such additional costs as may be incurred in the event MBM is required to transfer your work to a new attorney. MBM reserves the right to decline to continue services to clients who do not pay within our payment policy.
Unless previously terminated, MBM’s engagement will terminate upon MBM sending you the final corporate documents prepared under this limited engagement. If you request, any original papers and property sent by you to MBM will be returned to you. MBM’s own files pertaining to this matter (including attorney’s work product, administrative records, and document copies) will be retained by MBM in accordance with our document retention policy. Subject to MBM’s obligations under the Pennsylvania Rules of Professional Conduct applicable, we reserve the right to destroy or otherwise permanently dispose of any documents or other materials, in whatever format (paper, electronic, etc.) retained by MBM after the termination of the engagement.
By accepting the terms of this limited engagement, you agree to remit full payment to MBM by way of our online payment portal.
Maiello, Brungo & Maiello, LLP
By: /s/ John H. Prorok, Partner