Section 10: Number and Qualifications of lncorporators. Flashcards

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1
Q

What are incorporators?

A

They are the ORIGINAL formers of the corporation

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2
Q

Who can become incorporators in the corporation?

A
  • NATURAL PERSON
  • JURIDICAL / CORPORATION
  • PARTNERSHIP
  • ASSOCIATION

REQUISITES:
- must be at legal age
- must own or a subscribe atleast 1 share of stock
- must sign the articles of incorporation
- for PARTNERSHIP, it must be SEC-Registered & affidavit that they agree to INVEST in the corp.

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3
Q

What are the exceptions to become an incorporator?

A
  • professional partnership (for the practice of a profession)
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4
Q

What is required for corporation to become incorporator?

A
  1. SEC-Registered
  2. Certificate of Incorporation
  3. Decision to INVEST in other corp. must be approved by MAJORITY of BOD, and RATIFIED by stockholders rep. 2/3 of capital stock/members
  4. Submission of the directors/trustee certificate
  5. BOD must designate authorized signatory in behalf of the corp
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5
Q

How many of incorporators should there be?

A

OLD CODE minimum of 5 and max of 15

REVISED CODE no minimum max of 15

One Person Corporation, only one INCORPORATOR

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