Brunei Company Laws and Regulations Handbook (World Law

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Note that the Company Act prohibits repurchase if to do so would render the company insolvent. This law firm web site is intended for those seeking to find a Los Angeles California Business Attorney, Los Angeles California LLC Lawyer, Los Angeles CA Incorporation Attorney, Los Angeles California Trademark Lawyer, Service Mark Attorney, Los Angeles California Copyright Attorney, or Los Angeles Estate Planning Attorney or Wills and Trusts Lawyer.

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Trademark Problems and How to Avoid Them

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No person shall exercise or attempt to exercise any rights, privileges, immunities, powers, franchises, or authority under the articles of a domestic corporation after such articles have been canceled or after such corporation has been dissolved or after the period of existence of the corporation specified in its articles has expired, except such acts as are incident to the winding up of the affairs of such corporation, or are required to obtain reinstatement of the articles in accordance with section 1701.07, 1701.921, 1785.06, or 5733.22 of the Revised Code, or are permitted upon reinstatement by division (C) of section 1701.922 of the Revised Code. (A) Except as provided in sections 1701.01 to 1701.98, inclusive, of the Revised Code, the provisions of said sections shall apply only to domestic corporations, and except as otherwise provided in this section, the provisions of said sections shall apply to all domestic corporations, whether formed under said sections or under previous laws of this state. (B) Special provisions in the Revised Code for the organization, conduct, or government of designated classes of corporations shall govern to the exclusion of sections 1701.01 to 1701.98, inclusive, of the Revised Code, on the same subject, except where it clearly appears that a special provision is cumulative, in which case it and the provisions of said sections on the same subject shall apply. (C) A corporation created before September 1, 1851, which (1) has expressly elected to be governed by the laws passed since that date, (2) subsequent to that date has taken such action under laws then in effect as to make it subject, as a matter of law, to the Constitution of 1851 and laws passed thereunder, or (3) subsequent to October 1, 1955, takes any action under sections 1701.01 to 1701.98, inclusive, of the Revised Code, or any of them, which but for said sections it would not be authorized to take, shall be deemed to be a corporation exercising its corporate privileges under the Constitution of this state and the laws passed in pursuance thereof, and not otherwise. (D) A corporation created before September 1, 1851, and actually carrying on its activities in this state, and which prior to October 11, 1955, has not taken action described in division (C) of this section, may accept the provisions of sections 1701.01 to 1701.98, inclusive, of the Revised Code, at a meeting of shareholders held for such purpose, by a resolution to that effect adopted by the affirmative vote of the holders of shares entitling them to exercise a majority of the voting power of the corporation on such proposal, and by filing in the office of the secretary of state a copy of said resolution certified by the president or a vice-president and the secretary or an assistant secretary of the corporation, for which filing the secretary of state shall charge and collect a fee of five dollars.

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Company Law and Commercial Reality

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Any proceeding commenced, or reorganization or dissolution authorized by the board of directors, under the statute before its repeal, and the proceeding, reorganization or dissolution may be completed in accordance with the statute as if it had not been repealed. Objections to consents, in order to be effective for the purposes of this section, must be filed with the corporation before the consents in question have been acted upon. (B) Fiduciaries and minors may vote and execute consents in respect of shares which stand of record in their respective names. (C) When any person has furnished to the issuing corporation proof, satisfactory to it, of his appointment and qualification as: executor under the last will of a deceased holder of record of its shares; an administrator of the estate of such a holder; a guardian, committee, or conservator of the estate of a ward or incompetent who is a holder of record of its shares; a trustee in bankruptcy of such a holder; or a statutory or judicial receiver or liquidator of the estate or affairs of such a holder; such fiduciary may vote and execute consents with respect to such shares as though he were the holder of record thereof. (D) When any other fiduciary has furnished to the issuing corporation proof, satisfactory to it, of his authority to do so, he may vote and execute consents and objections to consents with respect to shares not of record in his name. (E) If shares stand of record in the names of two or more persons, whether fiduciaries, joint tenants, tenants in common, or otherwise, or if two or more persons have the same fiduciary relationship respecting such shares, then in the absence of proof satisfactory to the issuing corporation to the contrary, (1) with respect to voting and executing consents and objections to consents, if more than one person attends the meeting, a majority of those attending if they concur in any action may act for all; if more than one acts in executing consents or objections to consents and the number executing consents shall exceed the number executing objections to consents, the former may act for all; and likewise if the number executing objections to consents shall exceed the number executing consents, the greater number may act for all; if only one of said persons attends the meeting, or executes a consent and no other of said persons executes an objection to such consent, then that one may act for all; and if an even number attend the meeting and a majority of all the persons so attending do not agree on any particular issue, or if one or more execute consents and a like number execute objections to consents, each person so attending or executing consents or objections to consents may act with respect to an equal number of shares; (2) in the exercise of any other rights of ownership with respect to such shares, a majority of all such persons may act for all. (F) This section does not enlarge or affect the rights or obligations of a holder of record of shares or of a fiduciary or a minor with respect to any person other than the corporation issuing such shares and its agents or representatives, including, without limitation, inspectors of election, concerned with the exercise of the powers referred to in this section. (G) A holder of record of shares and a fiduciary who is not a holder of record of shares may not vote or execute consents or objections to consents contrary to the order of a court of competent jurisdiction in a proceeding to which the corporation is a party, or contrary to a judgment, order, or decree of a court of competent jurisdiction terminating, suspending, or restricting such rights of the holder of record of such shares or the fiduciary relationship with respect thereto, or the competency or authority of such holder or fiduciary, or transferring to or vesting in another person such relationships or rights of ownership of such shares, or directing the manner in which the powers of such holder or fiduciary shall be exercised, a certified copy of which judgment, order, or decree shall have been filed with the corporation prior to the exercise of the powers in question. (H) The powers referred to in this section, of a minor and, in the absence of proof satisfactory to the issuing corporation to the contrary, of a fiduciary, may be exercised in person or by proxy appointed in writing, and such proxy may be vested with discretionary authority. (A) When any domestic corporation, nonprofit or for profit, holds shares of a domestic or foreign corporation, the chairman of the board, the president, any vice-president, the secretary, or the treasurer of the corporation holding such shares, and any such officer or cashier or trust officer of a banking or trust corporation holding shares of a domestic or foreign corporation, and any like officer of a foreign corporation, nonprofit or for profit, or of a foreign banking or trust corporation, holding shares of a domestic corporation, shall conclusively be deemed to have authority to vote on behalf of the corporation holding such shares, and to appoint proxies and to execute consents, waivers, and releases on its behalf, unless before a vote is taken or a consent, waiver, or release is acted upon it appears by a certified copy of the regulations, the by-laws, or a resolution of the trustees, directors, or executive committee of said corporation that such authority does not exist or is vested in some other officer or person. (B) For the purposes of this section, a person exercising such authority as such officer is prima-facie deemed to be duly elected, qualified, and acting as such officer. (C) No corporation shall directly or indirectly vote any shares issued by it.

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The Economics of Corporations and Corporate Law (The

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Notwithstanding anything to the contrary contained in § 13.1-804, 13.1-819, 13.1-896, or 13.1-904, whenever, pursuant to any applicable statute of the United States relating to reorganizations of corporations, a plan of reorganization of a corporation has been confirmed by the decree or order of a court of competent jurisdiction, the corporation may, without action by the board of directors or members to carry out the plan of reorganization ordered or decreed by such court of competent jurisdiction under federal statute, put into effect and carry out the plan and decrees of the court relative thereto (i) through an amendment or amendments to the corporation's articles of incorporation containing terms and conditions permitted by this Act, (ii) through a plan of merger, or (iii) through dissolution.

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A Short and Happy Guide to Business Organizations (Short and

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The stock of a close corporation is not sold either on a stock exchange or "over the counter" (sales that are not made through a listing on an exchange). L.2640, No.172, effective July 1, 2015. 2014 Repeal. When creating a business, it is important to understand all your formation options. Section 2323 (relating to transfer of shares in breach of transfer restrictions). Companies have a variety of reasons for being attentive to CSR.

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International Perspectives on Consumers' Access to Justice

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Such self-regulatory organization must provide a centralized marketplace for trading and must satisfy requirements comparable to those prescribed for registration of Exchanges in Section 33 of this Code. Regensberg reasons that because the Treasury, as an artificial or legal person and not a natural person, cannot act on its own to acquire property, 234 it cannot acquire property that lands in its yard either. The truth of the matter is this: what freedom has not been stolen from us, we have surrendered willingly through our silence and ignorance.

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Siegel's Corporations: Essay and Multiple-Choice Questions

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If a member objects to a corporation's merger, the member may terminate membership in the corporation. Section 2307 is referred to in sections 2306, 2308, 2309 of this title. § 2308. Thus, the corporation could not be prosecuted under section 420 of the IPC. L.1, No.258), is subject to the Constitution of Pennsylvania by reason of the reserved power contained in the proviso to section 3 of the act of April 6, 1791 (3 Sm.

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Global Merger Control Manual 8th ed

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Among other matters, shareholders are entitled to inspect and copy excerpts of votes taken by directors and the entirety of votes taken by the shareholders. Eureka The reason for the rule enunciated in the foregoing authorities will, authority, may usually rely upon those appearances; and if it be benefit supposed to have been conferred by it, the corporation will ostensible authority exercised by some of the corporate officers.

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Northern Mariana Islands Company Laws and Regulations

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For information, visit www.rebny.com/content/rebny/en/Event_ Calendar.html. Such plan of distribution shall be adopted upon approval of at least two-thirds (2/3) of the members having voting rights present or represented by proxy at such meeting. (n) Mining or oil companies, Stock exchange Banks and insurance companies, Public utilities Educational institutions Corporations vested with public interest Classification of directors Ordinary stock- no such right Close corporation-yes there is such a right Section 97 is a permissive provision Section 97.

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The Competitive Effects of Minority Shareholdings: Legal and

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When the members of a domestic corporation have voting rights, a plan of domestication shall be adopted in the following manner: 1. The Corporation Sole is historically Christian in its function and structure and is exempt from federal, state or local license or tax by its very nature. Full Story Recent developments in the presidential election campaign have brought renewed attention to the issues of discrimination and harassment.

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