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By convention, most common law jurisdictions divide the constitutional documents of companies into two separate documents: [1]. the Memorandum of Association (in some countries referred to as the Articles of Incorporation) is the primary document, and will generally regulate the company's activities with the outside world, such as the company's objects and powers.
The articles of incorporation typically include the name of the corporation, the type of corporate structure (e.g. profit corporation, nonprofit corporation, benefit corporation, professional corporation), the registered agent, the number of authorized shares, the effective date, the duration (perpetual by default), and the names and signatures ...
New York Business Corporation Law section 1104-a, the holders of 20 per cent of voting shares of a non-public corporation may request that the corporation be wound up on grounds of oppression. NY Bus Corp Law §1118 and Alaska Plastics, Inc. v. Coppock , 621 P.2d 270 (1980) the minority can sue to be bought out at a fair value, determined by ...
There are a number of legal benefits that come with incorporation. One significant legal benefit is the protection of personal assets against the claims of creditors and lawsuits. Sole proprietors and general partners in a partnership are personally and jointly responsible for all the legal liability (LL) of a business such as loans, accounts payable, and legal
A certificate of incorporation is a legal document/license relating to the formation of a company or corporation. It is a license to form a corporation issued by the state government or, in some jurisdictions, by a non-governmental entity/corporation. [1] Its precise meaning depends upon the legal system in which it is used.
In 1837, Connecticut adopted a general corporation statute that allowed for the incorporation of any corporation engaged in any lawful business. [3] Delaware did not enact its first corporation law until 1883. Bank of the United States v. Deveaux, 9 U.S. 61 (1809) corporations have capacity to sue. Gibbons v.
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