Voting and Non Voting Stock

[Manolo D.]

At the beginning, we had 80k cash by Person 1 which was 100% ownership. Now we want to sell or dilute the company by selling second option or non-voting stock to Person 2 at 30%. Is there anything like a short explanation on how we can sell or create a second class share, preferably non-voting shares in exchange for financial backup up to 500k?

This is a unique situation where we want to offer Person 2 30% of non-voting stocks, but the end game is Person 2 gets to have 50% of net profit for providing financial backup up to 500k in the form of supplier debt or cash on projects that we present Person 2. We could not offer Person 2 straight 49% because we have running projects on our own, and Person 2 is only for projects of certain locations which would require separate funds. Also for the funds to not comingle, we will be setting a separate checking account.

Lawyers, your free advice is very much appreciated. We might also need our paperworks straightened out, or a draft of this arrangement might be needed.

Thank you very much.