It is vitally important that every
person in UICI™ during this preincorporation period keep accurate records. All out-of-pocket expenditures must be repaid
at the earliest possible date. In another page at this website, I will discuss preincorporation in greater detail. Therefore,
since out-of-pocket expenditures are not loans, nor can they be treated or considered as loans or constructive dividends,
the money you spent must be returned to you.
This includes all monies paid in
Retainer Fees and/or hourly fees paid to the Corporate Secretary and the Retainer Fees for the Registered Agent. The secretary
of the Standing Committee must also turn in her Time Sheets to the treasure of the Standing Committee for taking minutes,
mailing letters, contacting owners and preparing the minutes for inclusion in the Shareholder's minutes binder that is
kept at the Registered Agent's office.
When you receive your reimbursements
for the money spent, do not include it on your taxes as income or compensation from UICI™. UICI™, the corporation,
is merely giving you your money back.
Note: For travel expenses and since there is no legal standard; and since none
has been established, by resolution by the Board or the Standing Committee, it is best to use the same standard established
by South Carolina law for juries - § 14-9-250. That standard is $1.00 a day and 5¢ a mile. {
Click here and then scroll down the page to review § 14-9-250 SC Code of Laws}
Reimbursement for travel expenses
is primarily used for field work by the Acquisition Committee. It can also be used for any corporate related field work by
any Standing Committee member or any Director. Prior to November 17, 2015, All field work by the Acquisition
Committee, any Standing Committee member or any Director must have an approval from the Standing Committee with the authorizing
signatures of the Chair, Co-chair and the Witness. The Chair or Co-chair of the Acquisition Committee must turn in all Time
Sheets to the treasurer of the Standing Committee. All Time Sheets must have the date, time and miles recorded for reimbursement.
After November 17, 2015, Acquisition Committee Time Sheets and/or Reports or Invoices must be given to the
Corporate Secretary.
The money UICI™ reimburses
you, is a deductible expenditure for UICI™ that is authorized under IRC § 248. Therefore, all out-of-pocket expenditures
prior to November 17, 2015, must be given to the treasurer of the Standing Committee. If it is a Board expense;
after November 17, 2015, Receipts, Time Sheets and Invoices must be given to UICI™'s Chief Financial
Officer for reimbursement. If there is no Chief Financial Officer, reimbursements for Board expenses must be given to the
President or Vice president. All use of facilities payments must be on Time Sheets, with or without Invoices and must have
an authorizing signature. The same is true for worked performed, purchases of equipment, supplies, rent or lease payments
and anything else that meets the requirements of IRC Section 248 that occurred prior to incorporation.
For meetings prior to August
28, 2015, Time Sheets must have the authorizing signature of an Accommodating Director in good standing with UII.
For facilities use, after August 28, 2015, Time Sheets must have the authorizing signature/s of the Chair
and/or Co-chair of the Standing Committee. After November 17, 2015, all Time Sheets for Board Meetings for
facilities use, must have the authorizing signature of the President or the Vice President. After November 17, 2015,
all Standing Committee Time Sheets must have the authorizing signature of the Chair or Co-Chair and the signature of the Witness.
All monies payable and due for the Standing Committee, will be paid to the treasurer of the Standing Committee for disbursement.
All Standing Committee Time Sheets,
Receipts and/or Invoices must be given to the treasurer of the Standing Committee prior to incorporation and the organizing
meeting of the Board of Directors. After incorporation is complete, the treasurer of the Standing Committee will send copies
of all Receipts, Time Sheets and Invoices to the Corporate Secretary. The Corporate Secretary will send them to the President
to authorize reimbursement. These payments must be included in the minutes of the meeting and entered into the Minutes Binder
that is kept at the Registered Office. Now that you are aware of these facts, it is also in everyone's best interest to know
what knowledge of a fact means in South Carolina. {
Click here to review Section 33-41-30 SC Code of Laws}
All reimbursements must be in accordance
with state or national averages and must be paid before UICI™ can acquire any acquisitions or incur any new debts or
account payables. All payments from the Standing Committee and/or the Board of Directors must be done at a meeting called
for this specific purpose; during which, a resolution is passed and minutes are kept that identify the person/s and how much
money the person/s was/were paid. This is necessary for corporate records. Review 26 U.S. Code § 248 - Organizational expenditures
- that follows below.
