Title 3 Flashcards
What kind of relationship is that of the BOD and the SH?
one of trust
What is business judgment rule?
What is the hold over principle?
What is the term of directors?
1 year until the election of successor
Who needs independent directors?
What is the percentage of independent directors who must constitute the board?
50%
Can a director himself bind the corporation?
No
When can a derivative suit be filed? (2)
Does receivership dissolve the corporation?
No
What are the requisites in order for a person be able to file a derivative suit? (3)
Who is the nominal party and the party in interest in a derivative suit?
Can the BOD delegate the power to bind the corporation?
Yes
When can courts interfere?
If there is fraud
How many percent of the BOD of corporations vested with public interest should be independent directors?
20%
