Piercing the Corporate Veil, 2012 ed.

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For example, during the Barons War, a French force invaded and had control of a significant portion of southern England, and the Isle of Wight was invaded in 1545. Leave us your thoughts or tell us what is on your mind. If legal advice or other professional assistance is required, the services of a qualified professional should be sought. An alternate scheme would require the GSEs to issue puttable subordinated debt with loan covenants specifying it would be worthless if the GSE's capital fell below a certain standard.

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Gower and Davies: The Principles of Modern Company Law

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With this type of emphasis, one can become a supervisory attorney, managing attorney, deputy chiefs (second in command), and further promotion to general counsels or chief legal officers. The shareholdes must agree on the following to create a corporation: The name of the business. Unless limited by its articles of incorporation, a corporation shall indemnify a director who entirely prevails in the defense of any proceeding to which he was a party because he is or was a director of the corporation against reasonable expenses incurred by him in connection with the proceeding.

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Comparative Law Yearbook of International Business:

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For example, if the corporation has only one shareholder, the number of directors may be one or two. This is a myth perpetuated by the powers-that-be in order to avoid any major civil unrest, and to keep us all living under the thumb of a militaristic corporate Big Brother within the illusions that have been created for us. The article concludes with practice tips for consumers and creditors. The section sponsors CLE programs and services; provides members with a substantive newsletter; and helps mold the association's legislative agenda for presentation to the N.

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Business Law

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The plaintiff claims that the court improperly (1) concluded that the plaintiff was negligent and (2) calculated the amount of damages. If a court finds that a director has violated a duty, the director still might not face personal liability. A corporation's failure to follow proper formalities may result in the loss of shareholder protection from liability against creditors, as well as the state's declaring the corporation to have lapsed.

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Dooley's Fundamentals of Corporation Law (University

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Of course, this does not mean that FGCs are inevitably inefficient or that they could not become efficient if confronted with competitors. Looking for a business or estate lawyer in Toronto? Cost - How are the lawyer's fees structured - hourly or flat fee? Tue, Dec 6, 9:00am – 5:00pm add to calendar 06-12-2016 09:00 06-12-2016 17:00 America/New_York NYARM's Real Estate Expo CNYC members are welcome at no cost at the New York Association of Realty Managers’ annual Expo. 65 exhibitors display products and services, and are happy to answer questions.

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Corporate Finance Law: Principles and Policy (Second

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The financial benefits of philanthropy are often intangible and long-term in nature, making measurement difficult. The president and all other officers of the Corporation be authorized and directed to take all step necessary to cause the Corporation to engage in the business of d8. 9. Location to be announced MM/DD/YYYY Bisnow: 5th Annual Brooklyn State of the Market: The Evolution of NYC's Hottest Borough!

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Restriction and Disqualification of Directors: Companies Act

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From and after any such conveyance by the corporation of its property in trust for the benefit of its stockholders, members, creditors and others in interest, all interest which the corporation had in the property terminates, the legal interest vests in the trustees, and the beneficial interest in the stockholders, members, creditors or other persons in interest. The UNIVERSITY OF NEBRASKA COLLEGE OF LAW invites applications for lateral candidates for a tenured faculty position to hold the Clayton K.

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Lawyers in Corporate Decision-Making (Classic Dissertation

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A determination of members entitled to notice of or to vote at a members' meeting is effective for any adjournment of the meeting unless the board of directors fixes a new record date, which it shall do if the meeting is adjourned to a date more than 120 days after the date fixed for the original meeting. Synar, as in earlier cases, the Supreme Court emphasized the close connection between the power to remove an official and the power to control her. {327} The President's appointment and removal power is the formal foundation of agency accountability to the President, just as Congress's ability to change an agency's powers by statute, and its power of the purse, are the formal foundations of accountability to Congress.

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The ICSA Company Secretary's Checklists

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Issuance or transfer of shares of a statutory close corporation in breach of qualifying conditions. (a) Notice of qualifications.--If shares of a statutory close corporation are issued or transferred to any person who is not entitled under any provision of the articles permitted by section 2304(b) (relating to number or qualifications of shareholders) to be a holder of record of shares of the corporation and if the certificate for the shares complies with section 2321(c) (relating to notice of statutory close corporation status) or conspicuously notes the existence of such a provision of the articles, that person shall be conclusively presumed to have notice of the fact of his ineligibility to be a shareholder. (b) Notice of size restrictions.--If the articles of a statutory close corporation state the number of persons who are entitled to be holders or owners of its shares and if the certificate for the shares complies with section 2321(c) or conspicuously notes the existence of such a provision of the articles and if the issuance or transfer of shares to any person would cause the shares to be held by more than that number of persons, the person to whom the shares are issued or transferred shall be conclusively presumed to have notice of that fact. (c) Refusal to register.--Whenever any person to whom shares of a statutory close corporation have been issued or transferred has, or is conclusively presumed under this section to have, notice either: (1) that he is a person not eligible to be a holder of shares of the corporation; or (2) that the transfer of shares to him would cause the shares of the corporation to be held by more than the number of persons permitted by its articles to hold shares of the corporation; the corporation may, at its option, refuse to register the transfer of the shares into the name of the transferee. (d) Exception.--The provisions of subsection (c) shall not be applicable if the transfer of shares, even though otherwise contrary to subsection (a) or (b), has been consented to by all the shareholders of the statutory close corporation or if the statutory close corporation has amended its articles in accordance with section 2307 (relating to voluntary termination of statutory close corporation status by amendment of articles). (e) Rescission rights unaffected.--The provisions of this section do not impair any right of a transferee to rescind the transaction or to recover under any applicable warranty express or implied. (f) Definition.--As used in this section, the term "transfer" is not limited to a transfer for value.

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Media Ownership and Control: Law, Economics and Policy in an

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When such period expires and without any extension having been made pursuant to law, the corporation is dissolved automatically insofar as the continuation of its business is concerned. The courts of this Commonwealth shall not dismiss or stay any action or proceeding brought by a shareholder or representative of a foreign domiciliary corporation, as such, against the corporation or any one or more of the shareholders or representatives thereof, as such, on the ground that the corporation is a foreign corporation for profit or that the cause of action relates to the internal affairs thereof, but every such action shall proceed with like effect as if the corporation were a domestic corporation.

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