eMinutes Blog

How to Form a Corporation that will Act as a SAG Signatory

November 29, 2009

When a production company wishes to employ Screen Actors Guild (SAG) performers, the company must agree to follow various SAG rules related to the employment to SAG performers. By doing so, the corporation becomes a SAG “signatory”. This article outlines the corporate actions that must be taken by a production company that wishes to become a SAG signatory.

Step One.  First, a corporation must agree to abide by the terms of the Producers-Screen Actors Guild 2002 Codified Industrial and Educational Contract and the 2008-2009 Extension to the 2005 Memorandum of Agreement (collectively, the “SAG Agreement”).  In California, this can be accomplished by (1) the corporation entering into the Agreement, and (2) the shareholders and directors authorizing the corporation to do so.  SAG requires “incumbency” provisions in its resolutions (i.e., a specific corporate resolution that identifies the person who is authorized to sign the SAG Agreement on behalf of the corporation).  A copy of the SAG Agreement is contained in the following packet of materials, Full Ind Sig Forms (e-mail).  For a form of Joint Written Consent of the Shareholders and Board of Directors, see jtwrittenconsent.

Step Two.  For corporations, the production company should complete the SAG Company Information Sheet.  Doing so will require a copy of the company’s Articles of Incorporation, as well as the names and addresses of the officers of the corporation (i.e., President, Secretary, Treasurer, and Vice Presidents, if any).  A California corporation must have a President, Secretary and Treasurer.

When a performer joins SAG, she is required to comply with Global Rule One, which states that “No member shall work as a performer or make an agreement to work as a performer for any producer who has not executed a basic minimum agreement with the Guild which is in full force and effect.” By becoming a SAG “signatory”, a production company is permitted to hire SAG members for its projects, and, in exchange, obligates itself to comply with SAG policies (e.g., nondiscrimination), pay certain taxes and make various contributions on behalf of SAG members participating in the company’s projects (e.g., Social Security, tax withholdings, unemployment insurance and disability insurance payments, and payments to the Screen Actors Guild-Producer Pension and Health Plans).

Similar authorization and documentation is required for limited liability companies (LLCs) and limited partnerships (LPs) that wish to become SAG Signatories.

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