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Does a stock plan need stockholder approval?

Incorporation & entity structure

Yes, generally, both to adopt it and to increase the pool later. Incentive stock options specifically require stockholder approval of the plan.

Keep the approvals filed with your corporate records. Missing consents for pool increases are a common diligence finding.

We handle this for founders running US companies.

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Check your EIN confirmation letter (CP 575) first. If that is gone, look at a previously filed tax return, a business bank account application, or any 1099 you have issued. Your bank or your payroll provider will also have it on file.

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