My son and I have an S corp. 50/50. The bylaw says shares can't be transferred. New people want to become shareholders. Is it possible?

As long as your son agrees, yes, you or the corporation can sell shares to new investors. Any such shares are "securities." Any sale of securities, including stock in your corporation, must comply with both state and federal securities laws. The sale must comply with the securities laws of every state where any of your investors live. These state and federal securities laws require that the stock be "registered," unless the sale qualifies for an exemption. Registration requires a huge amount of paperwork. It is complicated, time consuming, and expensive. You want to make sure that every sale qualifies for an exemption. The biggest penalty for failing to register stock which is not exempt, is that you will be personally liable for return to the purchasers of any money they invest. There are also fines and penalties. In order to protect you and your investors, you want to get signed documents from every investor to assure that the sale of stock to each of them is exempt. I can prepare those documents for you. I would prepare a stock subscription agreement and an investor questionnaire for each investor, and I would review each signed questionniare, in order to make sure that each investor qualifies for some exemption. I would also prepare a shareholders agreement restricting everyone's right to sell or transfer their shares and providing for annual distributions that were at least enough to cover everyone's tax liability for their shares of the corporation's taxable income. Depending on anything else you want to include and the number of different states where you investors live, I can probably write all three agreements and review the questionnaires for less than but close to $2000.00. If you would like to discuss this with me directly, please call me at 510-286-2200. You can learn more about me and my law firm at www.sackrosendin.com. What business is your company in? Dana Sack