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Connie Lee cannot borrow from the Treasury, and the CBO has concluded that it is not perceived to have an implicit guarantee of its obligations. When shares are carried on such basis, the balance sheets of the corporation owning them shall contain a statement to that effect. (F) The directors may order transfers from any surplus however created to stated capital of shares with or without par value, and from earned surplus to capital surplus. (G) Pursuant to a resolution adopted by the affirmative vote of the holders of two-thirds of the shares of each class, regardless of limitations or restrictions in the articles on the voting rights of the shares of any such class or, if the articles so provide or permit, a greater or lesser proportion, but not less than a majority, of the shares of any class, a corporation may apply all or any part of capital surplus to the reduction or writing off of any deficit in earned surplus, or to the creation of a reserve for any proper purpose, and thereby make available for dividends or distributions, without notice to the shareholders as to the source of such dividends or distributions, any earned surplus remaining, or thereafter arising, but in case such action is taken, a record of it shall be made on the books of the corporation and shall appear on each balance sheet of the corporation for a period of not less than five years thereafter. (1) In the case of a merger of one or more domestic or foreign corporations into a domestic surviving corporation, the directors of the surviving corporation may order entered on its books all or part of the earned surplus of the other constituent corporations, diminished by any deficit in earned surplus of any constituent corporation, and thereby create, add to, or diminish the earned surplus of the surviving corporation. (2) In the case of a consolidation of a domestic corporation with one or more domestic or foreign corporations into a new domestic corporation, the directors of the new corporation may order entered on its books all or part of the earned surplus of each of the constituent corporations, diminished by any deficit in earned surplus of any constituent corporation, and thereby create earned surplus of the new corporation. (3) In the case of a combination, the directors of the acquiring corporation may order entered on its books all or part of the earned surplus of the transferor corporations, diminished by any deficit in earned surplus of any such corporation, and thereby create, add to, or diminish the earned surplus of the acquiring corporation. (4) In the case of a dissolution of a domestic or foreign subsidiary corporation, all shares of which are owned by a domestic corporation, the directors of the parent corporation may order entered on its books all or part of the earned surplus of the subsidiary and thereby create or add to the earned surplus of the parent. (5) The action of the directors of a corporation in creating or adding to earned surplus, as provided in this division, must be taken, if at all, not later than ninety days after the end of the fiscal year of such corporation in which the merger, consolidation, combination, or dissolution becomes effective.
Pages: 300
Publisher: International Business Publications, USA; Upd Rep edition (January 1, 2009)
ISBN: 1433070855
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Conducting an isolated transaction that is completed within 30 days and that is not one in the course of repeated transactions of a like nature; 10 ref.: Library of Georgia Personal Injury Law Forms http://massageawaystress.com/?ebooks/library-of-georgia-personal-injury-law-forms. Located in Chicago and Milwaukee, Carlson Dash is a full service corporate law firm–large enough to service our clients well, but small enough to ensure we provide the flexibility our clients need in today’s competitive environment epub. Directors and officers are also liable if they use information not generally known to the public to profit from the sale or purchase of their shares in the corporation, an activity known as "inside trading." Perhaps the most important change brought about by the corporate law reform movement in Canada has been the reshaping of the legal remedies available to shareholders , source: Common Legal Framework for download online http://civic.cet.ac.il/library/common-legal-framework-for-takeover-bids-in-europe-2-volume-hardback-set-volume-law-practitioner. Small and medium-sized domestic market enterprises with paid-in equity capital less than the equivalent of USD 200k are reserved to Philippine nationals, UNLESS IF • they involve advance technology as determined by the Department of Science and Technology, or • they employ at least 50 direct employees, then a minimum paid-in capital of USD 100k shall be allowed to non-Philippine nationals Tax Aspects of the Purchase and Sale of a Private Company's Shares: A Summary of Tax and Related Commercial Considerations for Buyers and Sellers (Nineteenth Edition) http://old.gorvestnik.ru/library/tax-aspects-of-the-purchase-and-sale-of-a-private-companys-shares-a-summary-of-tax-and-related. Application to employee benefit plans. 1750. Subchapter D was added as Subchapter C December 21, 1988, P. L.1444, No.177, effective October 1, 1989, and was relettered to Subchapter D December 19, 1990, P. L.834, No.198, effective immediately. Subchapter D is referred to in sections 522, 9506 of this title; section 712 of Title 17 (Credit Unions) Rethinking Corporate Governance in Financial Institutions (Routledge Research in Corporate Law) http://hsolisservicios.com/books/rethinking-corporate-governance-in-financial-institutions-routledge-research-in-corporate-law. Court to pass upon rejection of documents by Department of State. (1) the original document or copies thereof; (3) any other papers relating thereto; may be delivered to the prothonotary or clerk of the court vested by or pursuant to Title 42 (relating to judiciary and judicial procedure) with jurisdiction of appeals from the department ref.: Companies Act 2006: Explanatory Notes (Public General Acts - Elizabeth II) http://old.gorvestnik.ru/library/companies-act-2006-explanatory-notes-public-general-acts-elizabeth-ii. In exercising its right to redeem or to require the transfer or conversion of shares, if the holder fails to deliver the certificate evidencing the shares for cancellation or transfer, an association may cancel the certificate on its books and issue a new certificate for common or preferred shares, as the case may be, to the party entitled thereto. (c) Preferred shares.--The preferred shares of an association may be transferred only on the books of the association, and the bylaws may provide that the association shall have the option, at any time, to redeem the preferred shares at par value, plus declared or accrued dividends. (d) Notice on certificates.--Any restriction or option which an association places upon the transfer or sale of any of its outstanding shares and any association option retained thereon shall be printed on each share certificate. (e) Force majeure.--A member shall not lose his membership in the association under this section by his failure to do business with it if the failure is due to an act of God unless the period of time involved is at least 24 months. (a) General rule.--Under the terms and conditions prescribed in the bylaws, a member of an association without capital stock shall lose his membership and his right to vote if he ceases to belong to the class eligible for membership or has done no business with an association for a period of 12 months. (b) Valuation of and payment for membership.--After a member has notified an association without capital stock of his withdrawal or after the adoption of a resolution by the board terminating his membership, the board shall appraise the value in money of his membership interest in the association and shall determine and fix the manner in which the association shall pay him the value of his interest unless the member, with the consent of the association, transfers his certificate of membership Corporate Finance 1999 (Legal download here shopping.creativeitsol.com.
In the case of the incorporation as a nonprofit corporation under this subpart of an unincorporated association, the articles of incorporation shall contain, in addition to the provisions required in Subchapter A (relating to incorporation generally), a statement that the incorporators constitute a majority of the members of the committee authorized to incorporate the association by the requisite vote required by the organic law of the association for the amendment of the organic law , e.g. Corporate Finance (American read for free
old.gorvestnik.ru. This Article, with its detailed study of how a well-developed religious legal tradition confronts secular law, provides a contrast to most "law and religion" literature. These publications seem largely preoccupied with whether a secular legal system should, [*1698] must, 25 or constitutionally can adjust to religious culture, from the use of peyote in religious rituals 26 to the rejection of blood transfusions, 27 and from Sabbath observance 28 to priest-penitent confidentiality. 29 Scant attention is devoted to a different aspect of the interrelationship between secular and religious legal systems-how religious law responds to developments in the secular legal tradition. 30 Moreover, the broader question as to how flexibly [*1699] religious law reacts or adapts to secular law concepts and institutions, and vise versa, is largely unexplored by secular legal literature One Stop Company Secretary
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Nonprofit Organizations, Cases and. A corporation does not have a requirement to file the company's bylaws with any federal, state or local agency. The company needs to keep its bylaws at the primary office location, along with the corporation's other important business documents. Corporations may have to show the company's bylaws to investors, creditors and other interested parties to prove the company's legal existence Indispensable Counsel: The Chief Legal Officer in the New Reality
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Directors' & Officers' Liability, 2nd Ed. A foreign corporation holding a valid certificate of authority shall have no greater rights and privileges than a domestic corporation. The certificate of authority shall not be deemed to authorize it to exercise any of its corporate powers or purposes that a foreign corporation is forbidden by law to exercise in the Commonwealth Principles of EUropean Contract Law and Dutch Law (Part Iii). A Commentary Ii
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