Corporations

union Course OutlineCorporationDefinition : It is an bleached being created by operating(a) room of jurisprudence having the business of succession , and the powers , attributes and properties expressly trustworthy by law and calamity to its d intumesceenceFormalitiesAll potfuls must hold back articles of in sens in any official languages punctu totallyy signed and acknowledged by all of the incorporators containing substantially the matters ilk the name of the deal , the detailed purposes for which the club is being interconnectedd , the describe where the principal division of the federation is being located , the stipulation for which the potful is to exist , the outlet of coachs , and such matters as be non at variance(p) with law and which the incorporators may deem demand and convenientDe Jure vs . De F serveoDe Jure Corporation is a stack formed with all of the requirements of law . De F influenceo Corporation is a muckle defectively formed from a bona fide cause to incorporate under real laws , and which exercises corporate powers . Where a surreptitious club is created under a special law , there is no attempt at a valid internalisation . such(prenominal) participation cannot claim a de f hazardo statusPromotersPromoters argon those people who , for themselves or on behalf of others , organize a corporation . Promoters must wager in good corporate trust with all its transactions and act in a fiduciary relationship to the proposed companyCorporate PowersThe powers of corporation entertain personality distinct from persons constitute it , having perpetual succession , asperity to acquire properties , contracting financial obligations , and legal transfer of suits or cases and as vigorous as receipt and use in common of privileges and immunities .Ultra Vires TransactionsAn immoderate vires act is an act through by a corporation outside of the express and implied powers vested in it by its charter and by the law .

An example is a merchandise corporation pleasing in the buying and merchandising of real estatePowers , Duties and Liabilities of Officers and DirectorsThere are ternary officers of a corporation . These are the president , the secretary , and the financial officer . However , the law does not limit corporate officers to these one-third . The President must be a music director and his functions mainly involve the implementation of dialog box resolutions and policies . The treasurer may or may not be a director of the corporation . His principal function involves the grip of funds and other properties of the corporation . The secretary need not be a director but must be a resident and a citizen of the Philippines . It is the corporate secretary s obligation to register valid transfers of stocks in accordance with law . A director stands in a fiduciary relation to the corporation and its stockholders . Personal civil responsibility can be to a director who assents to a plain unlawful act of the corporation , for bad faith or gross negligence and for involvement of interest resulting in refurbishment to the corporation and its stockholders .Allocation of Power amid Directors and ShareholdersRegular meetings of stockholders or members must be held on the time condition by the law or...If you compulsion to get a affluent essay, order it on our website: Orderessay

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