I have run a not for profit company for the last six years. Recently,
a group of friends, eight others, and I have decided to make it a for
profit company and form a corporation. Non of us know anything about
running a corporation, how stock works, etc.

When we initially met, we didn?t know what kind of company we wanted
to create. We knew we wanted something other than a partnership and
that was it. We decided that I would own 51% of the company for
organizational control purposes but that the profits of the company
would be split 20% me and 10% everyone else.

We debated about LLC, S Corp and C Corp, talked to a few lawyers and
we finally agreed on a C Corp for a variety of reasons.

Now I need some unbiased advice. The group now wants to distribute the
stock of the company 20, 10, 10, etc. That leaves me with 20%
controlling interest to decide who runs the company. I don?t like
that. If we do 51% me and 6.125% everyone else they don?t like it.

The question is, how do I keep my 51% ownership/voting rights but
guarantee that the profits of the company will be split 20, 10, 10,
etc.?

I?m really looking forward to an answer to this question. Thank you!!

If no one else tackles this I will give it a try later (I have a C
corporation, closely held) but I can tell you right off the bat that
it depends somewhat on what state you incorporate in (not necessarily
the one where you do business) and also that you can usually have both
voting and non-voting stock.

Non-voting is just that but the non-voting stockholders can still
"own" most of the corporate assets.

I wasn't suggesting another researcher wait for me - I am busy and may
not have time to go into this in detail so feel free to provide this
client with a full answer - don't wait for me.