Section 10: Number and Qualifications of lncorporators. Flashcards
1
Q
What are incorporators?
A
They are the ORIGINAL formers of the corporation
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.
3
Q
What are the exceptions to become an incorporator?
A
- professional partnership (for the practice of a profession)
4
Q
What is required for corporation to become incorporator?
A
- SEC-Registered
- Certificate of Incorporation
- Decision to INVEST in other corp. must be approved by MAJORITY of BOD, and RATIFIED by stockholders rep. 2/3 of capital stock/members
- Submission of the directors/trustee certificate
- BOD must designate authorized signatory in behalf of the corp
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