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The Department of Corporations was originally known as the "State Corporation Department" and was created by the "Investment Companies Act". [1] Governor Hiram Johnson appointed H.L. Carnahan as California's first Commissioner of Corporations in 1914. The Investment Companies Act faced immediate opposition but was approved by the voters in a ...
The articles of incorporation outline the governance of a corporation along with the corporate bylaws and the corporate statutes in the state where articles of incorporation are filed. To amend a corporate charter, the amendment must usually be approved by the company's board of directors and voted on by the company's shareholders. [16]: 10
The California Corporate Disclosure Act was an act written by California Assemblyman Kevin Shelley and signed into law by California governor Gray Davis in September 2002. It became effective on 1 January 2003.
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 ...
The form and structure of this document varies depending on the state in which the corporation is organized. For a corporate action, if allowed by state law and by the bylaws of the corporation, the board of directors may use a written document to waive formal notice of a meeting and unanimously consent to a resolution.
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.
An ordinary corporation may change to a benefit corporation merely by stating in its approved corporate bylaws that it is a benefit corporation. [ 2 ] A company chooses to become a benefit corporation in order to operate as a traditional for-profit business while simultaneously addressing social, economic, and/or environmental needs. [ 3 ]
For example, a business may be headquartered in San Jose, California but incorporated in Nevada. The corporation is a Nevada corporation and the State of California will consider it to be a foreign corporation. See California Corporations Code Section 171. In the United States, states generally, but not invariably, follow the internal affairs ...
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