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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 Internal Revenue Manual recognizes this distinction by requiring that Internal Revenue Code Section 6694(a) ("understatement due to unreasonable positions") referrals to OPR be based upon a "pattern" of misconduct. A "pattern" of misconduct is the legally recognized sign or indicator of willfulness.
The Field Code, which was adopted between 1848 and 1850, was an intermediate step between common law and modern rules, created by New York attorney David Dudley Field. The Field Code was partially inspired by civil law systems in Europe and Louisiana, and among other reforms, merged law and equity proceedings. [3]
When the proviso is used, there is no contract formed at that time unless the original offeror assents to the terms that the party purporting to accept has made "expressly conditional." For example, a buyer sends a purchase order with its own terms. The seller sends an acknowledgement with additional and/or different terms and uses the proviso.
The Federal Tort Claims Act (August 2, 1946, ch. 646, Title IV, 60 Stat. 812, 28 U.S.C. Part VI, Chapter 171 and 28 U.S.C. § 1346) ("FTCA") is a 1946 federal statute that permits private parties to sue the United States in a federal court for most torts committed by persons acting on behalf of the United States.
The court also may authorize the debtor to implement "interim changes in the terms, conditions, wages, benefits or work rules provided by a collective bargaining agreement" if those changes are "essential to the continuation of the debtor's business or in order to avoid irreparable damage to the estate." 11 U.S.C. §§1113(d), (e) and (f).
The Model Business Corporation Act (MBCA) is a model act promulgated and periodically amended by the Corporate Laws Committee of the Business Law Section of the American Bar Association (Committee). The MBCA had been adopted by 36 states and other jurisdictions. [ 1 ]
The Standard Code of Parliamentary Procedure (formerly the Sturgis Standard Code of Parliamentary Procedure by Alice Sturgis) is a book of rules of order. It is the second most popular parliamentary authority in the United States after Robert's Rules of Order. [1] It was first published in 1950.