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Corporate governance and accountability standards often vary by region. In fact, different jurisdictions within a country can pass their own laws and regulations regarding transparency registers, regardless of what other jurisdictions choose to do.
However, some jurisdictions will follow others that took the lead first upon seeing how things work. For example, in Canada, transparency registers have legally been binding for privately incorporated companies in British Columbia. Now, other provincial jurisdictions, including Quebec, will enact the same laws for corporations headquartered in their provinces.
Quebec Bill 78: what it means for corporate transparency
In British Columbia, the laws require all information about a corporation’s significant executives to be reported on in a transparency register. The general public does not have access to this information, which is stored in the company’s own corporate records database. Aside from key executives within the corporation, law enforcement agents and inspecting officials are the only outside parties that will have access to the information contained within the register.
Similar legislation will soon become law in Quebec. One of the catalysts that inspired Quebec’s Bill 78 is an international effort to prevent corporations and their executives from engaging in tax fraud, money laundering, and the financing of global terrorist activity. The Quebec bill amends the existing legal publicity of enterprises (LPA) by adding new requirements under the Quebec Enterprise Register (REQ).
Now, all corporate registrants operating in Quebec must provide transparent records of the people, partnerships, trusts, and all other corporate entities that conduct business in the province. Non-profit organizations, Crown corporations, and certain financial institutions are exempt from the laws under Bill 78.
What information goes into a transparency register?
Corporations are often large entities, requiring lots of information to be recorded within a transparency register. But not every individual working for the corporation needs to be included within the recordkeeping process.
According to the laws, only “significant individuals” are required to be transparently registered. A significant individual is defined as anyone who:
- Owns an interest or right to the company in the amount of 25 percent or more of all corporate shares
- Can elect, appoint, or remove corporate directors from their executive positions
Under Bill 78, these significant individuals must disclose personal information within a transparency register to legally represent their affiliated corporations within Quebec. Information that must be registered includes things like:
- Legal names
- Dates of birth
- Contact information
- Citizenships
- Residencies
Collecting, documenting, and filing all of this information is a time consuming affair for your paralegal professionals. Additionally, should any records need to be amended or updated, it will take a lot of time for your team to modify these records, especially if they’re maintained in hard paper files. This is time that can otherwise be spent more efficiently with the right resources.
How to use entity management technology to manage transparency registers
If your corporation is based in Quebec, you’ll need to enact your own transparency register to comply with the new laws. How do you do so without sacrificing laborious hours of your paralegals’ time and energy?
The answer is to introduce entity management software into your corporate recordkeeping process. Platforms like MinuteBox automatically generate transparency registers through our Entity Information Summary that’s built directly into the platform.
Under the Entity Information Summary is a subsection called the Capital Section. It’s here that all authorized information about shareholders and corporate transactions is documented with a few insertions of data into open fields. Among those fields are areas to insert information for the company’s transparency register, ensuring your corporation is legally compliant with Quebec’s new laws surrounding corporate transparency.
The best part of this solution is that it utilizes document automation technology to streamline how firms insert bodies of text or other data into their corporate records. It’s a much faster and more efficient way to update information legally required for a transparency register or any other corporate record. Plus, these are code-free platforms, which means you don’t require tech gurus and experienced developers to manage your records. Simply open up the platform and the work can be complete within minutes!
Are you part of a Quebec-based corporation and in need of an efficient solution to complete your transparency register? Join the MinuteBox revolution so that you can comply with updated corporate governance in a fast and efficient manner while maintaining your commitment to accountability and transparency.
There are many steps a company must complete when registering as a corporation. These steps can be as straightforward as filing the official corporate name, office, and records. However, the steps can also be more complicated, such as authorizing share structures that will distribute shares and ownership of the corporation.
Under Canadian law, the Articles of Incorporation dictate that companies must define the share classes and the maximum number of shares that the corporation is authorized to issue. This is a necessary step in the incorporation process as these share classes outline the rights that will be held by each shareholder.
How are shares divided amongst shareholders?
As dictated under the Articles of Corporation, shareholders are classified into different classes. In some cases, a corporation may issue only one class of shares, in which each shareholder is entitled to the same rights as all of the others. These rights include, but are not limited to:
- The right to cast votes at meetings of all shareholders
- Entitlements to any dividends declared by the corporation
- Ownership of any remaining property previously owned by the corporation should the company enter a state of dissolution
The rights that each shareholder is entitled to depend on the class of shares they receive as mandated by the Articles of Incorporation. Here is a quick breakdown of the classes of shares that can be issued to various shareholders.
Common shares
Common shares are also known by the name “equity shares,” and they are the most likely class issued by a corporation delegating only one type of share to shareholders. All holders of common shares are entitled to the standard rights outlined by the Articles of Incorporation.
Special shares
Special shares are in a different category from common shares. As a result, recipients of special shares have rights, privileges, restrictions, and conditions exclusive to them and separate from the standard rights issued to common shareholders. Special shares are typically issued by corporations for tax purposes, and they can be redeemed or retracted at the discretion of the corporation.
Preferred shares
Preferred shareholders, as the name implies, have preferential rights that have higher priority over the other classes of shareholders. This means that preferred shareholders are the first recipients of dividend payments, or they receive the first right of refusal for ownership of remaining land or other assets if the corporation dissolves.
What other shareholder rights are issued with shares?
The Articles of Incorporation don’t just dignify the standard rights for shareholders. They also outline the rights or intentions of shareholders and their financial considerations.
Some of the most common provisions attached to shares that the corporation can enforce include the following:
- Rights to redeem the shares by shareholders in what’s legally known as a retraction. A retraction entitles shareholders to force corporations, under specific circumstances, to redeem some or all of the shares held by those shareholders.
- Restrictions on the issuance of new shares to outside parties. These restrictions entitle existing shareholders to claim first right to refusal of new shares, distributed proportionally among the board of directors before offering them to new investors.
- Conversion or exchange rights, which entitle shareholders to require corporations convert their shares into another class of shares. For example, the right to convert common shares into preferred shares.
- Liquidation rights to shareholders, thereby entitling shareholders to returns on remaining capital upon the dissolution of the corporation.
How to use technology to track and report upon all shareholder activity
Obviously, there’s a lot of data involved with share transactions between the corporation and the various shareholders. Maintaining accurate, up-to-date records of these transactions requires a lot of clerical work for your legal professionals, which can take an abundance of time and resources away from client-facing revenue-driven services.
But it doesn’t have to go that way. You can automate shareholder transaction reports using entity management software to simplify the process. Entity management platforms provide built-in shareholder ledger templates that can be populated with all shareholder transaction records. It’s a simple matter of selecting pre-built data management fields and inputting the information about existing shareholders, share classes, and any minute book meeting minutes documenting authorized exchanges of shares among all relevant parties.
There are two reasons why this is the ideal approach to managing all shareholder information. First, since it’s all digital, there’s no risk that paper documents will be lost or misplaced. Everything is safely and securely stored within one convenient platform, which all shareholders can access and review at their own convenience.
Second of all, there’s no coding or development experience required by legal professionals to use the platforms. The templates are pre-built into the platform, and you can add or remove data fields using straightforward drag and drop features. This simplifies the entire recordkeeping process and enables you to maintain an accurate report on share activity with no hassle at all.
Are you ready to automate shareholder transaction reports? Join the MinuteBox revolution and maintain all shareholder transaction records with speed and efficiency.
Some corporations have heard of cloud-based entity management software, and many others have not. However, even those corporate executives who have heard about the technology don’t necessarily know how it works or the benefits that it delivers to their businesses.
The purpose of this post is to provide a helpful breakdown of cloud-based entity management software as a viable solution to improve minute book management. We’ll also describe how the technology functions, and we’ll lay out the net benefits that help your legal team provide more effective service to new and existing clients.
What is cloud-based entity management software?
Cloud-based entity management software is trusted by legal professionals to centralize, consolidate, and organize minute book records and corporate documents into one digital platform. It enables both law firms and corporate counsel to perform secure, efficient, and diligent minute book record keeping using a process that saves an abundance of time and resources on compliance tasks.
Why is cloud-based entity management software important?
There are a number of practical business reasons why legal professionals should integrate cloud-based entity management software into their operating practices. Here is a quick overview of some of the biggest incentives to digitize corporate minute book records.
Flexible remote access to minute book records for clients
Business owners and executives increasingly conduct business outside the boundaries of corporate offices. This modern workflow was accelerated by the COVID-19 pandemic, and many companies have adapted to the new working order. In fact, a PWC survey of 120 business executives conducted during the pandemic found that 73 percent of those executives believed remote work was both successful and beneficial.
Since cloud-based entity management software stores important minute book records and shareholder data in the cloud, executives can freely access records from the convenience of any location. Rather than wait for pre-arranged meetings to review records or arrange for signature approvals, legal professionals can complete the entire review process in the cloud with speed and proficiency.
Support for client retention needs and strategies
Client satisfaction is an important KPI for legal professionals. After all, clients that are happy and satisfied with the work of their legal representatives are far more likely to retain those services for future needs.
According to the 2021 LexisNexis InterAction Marketing & Business Development Survey, there were a number of common client retention challenges faced by law firms all over the world. Some of the biggest challenges restricting higher client retention rates include:
- A lack of communication with clients, which was cited by 22.8 percent of respondents
- Data quality challenges, which were suggested by 18.7 percent of respondents
- Insufficient legal resources, as stated by 15.2 percent of respondents
- Legacy systems that are not efficient enough, according to 13.5 percent of respondents
Using cloud-based entity management software, each of these challenges can be effectively addressed and overcome. Clients can access the platform at their own convenience, ensuring they remain fully up to date regarding the status of important records. The data is sorted and organized, while advanced search filters make it easy to find specific information instantly. The platform enables decisions to be made faster and easier while using fewer legal resources. Finally, cloud-based entity management software is built with the specific purpose of making existing legal workflows more productive and efficient.
In the end, cloud-based entity management software is a valuable resource to boost client satisfaction rates, which should help improve client retention rates.
Competitive marketing and positioning advantage for your firm
Another highlight of the LexisNexis survey was that nearly 80 percent of law firm leaders said that marketing is essential to drive strategic outcomes for their businesses. Most firms intended to increase their marketing budgets by an average of 15 percent to address these needs.
One way for law firms to enhance their marketing campaigns is to position themselves as innovative leaders. Cloud-based entity management software is an innovative solution that modernizes the entire legal compliance process. Firms can accurately promote their workflows as a modern innovative way to complete entity management tasks.
Many corporations embrace innovative solutions, and they want to utilize the services of other businesses that share those same outlooks. Additionally, your firm can market itself as an innovator to attract top quality legal talent, capitalizing on how legal professionals wish to engage with clients by relying more on modern technology. Attracting the highest professional talent to join your firm expands the legal roster to better support future client needs.
How cloud-based entity management software works
Cloud-based entity management software enables your legal department to transform physical corporate records and minute book binders into sophisticated digital documents. The software includes built-in enterprise grade scanners, which you can feed with entire binders of minute book records to upload those files directly into the platform. The scanning process is conducted on-site at your corporate office, so there is no risk of any pages being lost, damaged, or corrupted during the transition.
Once uploaded onto the platform, you can organize all records into detailed documents that resemble digitized PDFs. Searching and bookmarking important files makes information retrieval easy and convenient for your legal team, ensuring clients gain instant answers to pressing questions about important minute book records.
If you’re worried about the security of your client’s corporate records, there’s no need to stress out about those concerns. Cloud-based entity management software like MinuteBox includes biometric and hardware key authentication features, providing a multi-step sequence for all representatives – lawyers and clients alike – to follow, so they can access the records in the cloud. Permissions to access the account can be managed at an administrative level, guaranteeing that all client records remain fully secure.
Net benefits of cloud-based entity management software
Finally, what are the key benefits that come from using cloud-based entity management software? Many of these benefits we’ve touched on throughout this post, but we’ll give a brief synopsis of how this technology ultimately helps your legal team achieve important KPIs.
The biggest advantage for firms that utilize cloud-based entity management software is measured in time efficiency. Given that the average lawyer only bills clients for 2.5 hours out of an 8 hour workday, solutions to accelerate minute book compliance tasks allow legal professionals to earn back valuable time that can be used to increase billable hours.
Law firms are always on the hunt for ways to boost Legal Recurring Revenue. Technology that automates workflows is highly recognized as one of the best ways to increase law firm revenue. By addressing the fundamental need to automate compliance workflow tasks, firms can dedicate more working resources towards high growth revenue-driven strategies for the firm. This enables practitioners to become more productive, more profitable, and increase both their personal value to the firm, and the firm’s overall reputation in the marketplace.
Performance driven legal teams have a burning desire to provide exemplary customer service to their clients. Strong interpersonal client relationships are the bedrock of a firm’s profitability, allowing the business to scale growth by expanding Legal Recurring Revenue.
Using technology to implement document automation is one of the best ways to deliver those strong interpersonal client relationships. In an age where people can uncover immediate answers to their questions, clients expect instant responses to their legal queries.
Why document automation enhances client support
Client minute books, corporate records, and other official documents contain most of those pressing answers. Automated workflows to manage those documents speeds up the delivery process to provide those answers, ultimately improving client satisfaction.
Here’s a scenario: suppose you’re a mid-size corporation with pressing legal needs. You have the option to be represented by two different firms.
Scenario #1: paper documentation
At one of those firms, all minute books and corporate records are stored in paper format. Considering it takes 5 minutes to process a single document within minute books, it takes hours to uncover specific answers to your legal questions. It’s very time consuming, and it leaves your own in-house counsel waiting on important information to protect the interests of the business.
Scenario #2: document automation
At the other firm, they use entity management software to automate legal documentation. It’s a much faster workflow compared to the paper trail process, enabling your legal professionals to uncover pertinent information in corporate records within minutes. Your own team receives the immediate confirmation that they need to move forward with strategic decisions to protect the interests of your business.
Which firm has more satisfied clients?
Time is a luxury that very few can afford, especially when it comes to legal decisions that can impact the future of a business. A firm that embraces document automation as a standard operating procedure can provide immediate legal support, enabling clients to utilize hours of their own time more efficiently and effectively. A business that receives this kind of support is far more likely to be satisfied with their legal representation.
Benefits of using document automation technology
Since document automation is the more effective method to satisfy client needs, how do you utilize technology and deliver those support services? Cloud-based subsidiary management software is the best way to centralize all minute book records, manage subsidiaries, and save valuable time on compliance tasks.
No code document assembly
This is one of the greatest benefits of document automation technology. Large law firms may have in-house IT departments, but many small to mid-sized firms don’t have that luxury. With platforms like MinuteBox, there’s no need for in-house development support.
Enterprise grade scanning services are built right into the platform’s capabilities with no coding or technical expertise necessary to complete the process. Your legal professionals can upload minute book records in minutes into carefully organized files that allow for the seamless management of client needs. This further fulfills the need to provide fast and efficient client support, which will generate ongoing revenue for the firm for years to come.
Maintain up to date shareholder and transaction records
Shareholder ledgers keep track of all outstanding shares owned by different investors and record all important dates pertaining to the sale or transfer of shares. It’s a very important record that also includes personal information about the various shareholders within the company.
By digitizing shareholder ledgers into secure cloud-based platforms like MinuteBox, all of that information is stored under the strictest confidentiality. The platform includes built-in biometric and hardware key authorization security measures to protect any information from leaking to the public or from being shared to unauthorized parties. It also organizes and pulls up all corporate records using advanced search filters and parameters, bringing all relevant information to the screen in mere minutes of searches.
Integrated e-signatures double up efficiencies
Routine compliance tasks are some of the most time consuming aspects of corporate recordkeeping. Using platforms like MinuteBox to automate documentation, you can reduce the time it takes to acquire signatures and approvals to a matter of minutes (or even seconds).
Built-in e-signature workflows make the process of securing approvals much faster and easier. The technology also includes date, time, and location stamps that allow you to document all important information related to the approval of minute book records or the sale of new shares to important investors. It’s the ultimate solution to signature and identity verification that accelerates workflows and boosts client satisfaction.
Innovation and efficiency are two invaluable perceptions that should automatically come to mind when clients think about your business. From business leaders to corporate counsel and legal professionals, everyone wants innovative technology that provides clear, concrete solutions in the most efficient manner possible.
In the legal community, there’s been a slower adoption of innovative technologies. Many law firms and corporate counsels still rely on paper files to document minute books, corporate records, and business transactions. Many firms continue to stick with the old ways of doing things, despite the fact that 77 percent of business owners want more efficient access to corporate records than what their legal representation currently provides.
Benefits of subsidiary management software
Firms that have chosen to modernize their processes for minute book recordkeeping use subsidiary or entity management software. These solutions help companies define and manage their business entities within digital environments.
All minute books and corporate records from a business are uploaded to cloud-based systems. In essence, this allows anyone with account credentials to view the documents, at their own convenience, from anywhere in the world.
In addition to the added efficiency and cybersecurity features, subsidiary management platforms are also cost saving solutions for firms. Believe it or not, some businesses spend up to $20k per year for the time spent by each legal professional to manage physical binders of corporate minute books.
By moving all corporate documents to a cloud-based secure environment, those records can be found, sorted, organized, and pulled within minutes. As a result, all of those hours spent sorting through files are reallocated towards areas of the business that directly contribute to growth.
Why companies need subsidiary management systems
Subsidiary management solutions help companies become more efficient. Their benefits outline compelling reasons to implement these platforms and innovate your existing processes.
But what are some of the core business reasons why a firm needs subsidiary or entity management platforms? Here are three prime examples of how these solutions can improve your organization.
Reduce overhead and administrative business costs
It costs most companies up to $2,000 to store one five drawer filing cabinet at the office. Depending on the volume of physical corporate documents you have to maintain, you could need dozens of filing cabinets to properly organize all of the paperwork. On top of the storage costs, you have to factor in the amount of time spent filing, sorting, and managing all of those minute book records.
Subsidiary or entity management software radically simplifies the entire process. Get rid of those filing cabinets and help your clerks and legal professionals dedicate more time towards billable hours for clients.
This is also a great selling point to attract new clients to your business. If you can guarantee to your clients that your firm has the ability to minimize time billed for administrative work, your legal services look a lot more enticing to companies in need of those services.
Improve direct relationships with your clients
Nowadays, people have instant access to information. Due to this convenience, people expect immediate answers to their questions so that they can move onto other parts of their days.
Here’s a scenario: suppose you have a client asking about a particular document in one of their corporate records. If you have to go through paper documents one by one to find that record, it’s going to take a lot of time before you can get back to the client with an answer.
In another scenario, a client of a different firm that does use subsidiary management software asks the same question about one of their records. Due to the speed and convenience of finding those files within the platform, that client has their answer within minutes.
In these two scenarios, which client do you think is the most satisfied and would positively rate a firm for having exceptional customer service? By using modern technology, you can build more interpersonal client relationships that become lifelong business partnerships. This may even result in your satisfied client providing free word of mouth advertising to help you gain brand new clients for the firm.
Attract the most prolific talent to join the firm
There are always experienced legal professionals who are ready to make a change in their careers. But they don’t want to just go to any firm; many professionals look for companies that utilize innovative technology because they understand those firms will operate more efficiently.
An efficient operation means more opportunities to increase Legal Recurring Revenue. The opportunity to earn more and contribute real growth towards a firm are very attractive benefits to a highly motivated professional.
Subsidiary management solutions are prime examples of innovative technology that are transforming how the legal entity space operates. Experienced legal minds are attracted to these new and bold solutions, which will help your firm attract these talented professionals rather than lose out to the competition if they’re looking to make a change in their careers.
Are you ready to bring innovation to your legal organization? Join the MinuteBox revolution so that you can become more efficient, provide greater client satisfaction, and help attract the most sought after legal minds in the industry.
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