Formation Flashcards
When is it formed?
A corporation is formed when the Articles of Incorporation are filed with the Secretary of State.
unless a delayed effective date is specified
Articles of Incorporation MUST contain:
1) the corporate name
2) number of shares the corp is authorized to issue
3) name of registered agent
4) address of corp’s initial registered office
5) name/address of each incorporator
Bylaws
Rules and regulations adopted by the Board of Directors that govern the internal operations and management of a corporation
Conflict between AIC and Bylaws
The Articles of Incorporation control
Corporation Powers
A corporation has the power to do all things necessary or convenient to carry out its business and affairs
Amendments to Articles of Incorporation
May be amended if there is a majority vote from the directors and shareholders
Minor amendments may be made just by directors