Formation of Corporation Flashcards
What must be filed with the Secretary of State?
Articles of Incorporation and Certificate of Limited Partnership
Limited partners have the right to vote on what issues that won’t affect their limited partnership?
1) Winding up the partnership
2) loans of the partnership
3) change in nature of business of the partnership
4) Removal of general partner
Under the Revised Model Business Corporation Act - What must the articles of incorporation include?
1) Name of corporation
2) Registered agent
3) Incorporators
4) Purpose and powers of the corporation
5) Number of shares authorized and allowed to be issues
What powers does the board of directors have the power to do?
1) Adopt, Amend and Repeal the bylaws
2) Declare Dividends
3) Fix compensation for directors
What powers do the shareholders have?
Amend the Articles of Incorporation
Limited partnerships and General Partnerships
are treated the same for tax purposes. Not recognized as a separate taxable entity
Promoters are
ones who forms a corporation with the goal of that corporation eventually existing.
In order for there to be an agent
There must be a principal (physical corporation)