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Notes in
b. Powers of the Corporations
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Published
03/21/2025
What powers and capacity does a corporation have under the Code?
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Can a private corporation extend or shorten its term?
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What are the requirements for extending or shortening the term?
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What options are available for sending the notice to stockholders?
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What right can a dissenting stockholder exercise?
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What is the requirement for a corporation to increase or decrease its capital stock or incur, create, or increase any bonded indebtedness?
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How should the stockholders be notified about the meeting to approve the increase or decrease of capital stock?
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What information should be included in the certificate signed by the majority of the directors and countersigned by the chairperson and secretary of t…
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Who must approve any increase or decrease in the capital stock or the incurring, creating, or increasing of any bonded indebtedness?
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What is the timeframe for making an application to the Commission after approval by the board of directors and stockholders?
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What must accompany a certificate of increase of capital stock when submitted to the Commission?
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Can a decrease in capital stock be approved by the Commission if it prejudices the rights of corporate creditors?
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How can nonstock corporations incur, create, or increase bonded indebtedness?
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What authority does the Commission have regarding bonds issued by a corporation?
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What is the preemptive right enjoyed by stockholders of a stock corporation?
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Under what circumstances can the preemptive right be denied?
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In which cases does the preemptive right not apply?
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What actions can a corporation take regarding the sale or disposition of its property and assets?
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Who has the authority to authorize such sale or disposition?
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What is the requirement for the sale of all or substantially all of the corporation's properties and assets, including goodwill?
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How is it determined whether a sale involves all or substantially all of the corporation's properties and assets?
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How should written notice of the proposed action be delivered to stockholders or members?
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Can a dissenting stockholder exercise the right of appraisal in the case of a sale or disposition?
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Can the board of directors or trustees abandon a sale or disposition without further action or approval from stockholders or members?
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Are there any exceptions to the requirement of stockholder or member authorization for sale or disposition?
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Under what condition can a stock corporation purchase or acquire its own shares?
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What are the legitimate corporate purposes for which a stock corporation can acquire its own shares?
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Why would a stock corporation acquire its own shares in the case of unpaid subscriptions or delinquency sales?
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When can a stock corporation use this power to pay dissenting or withdrawing stockholders?
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Can a stock corporation acquire its own shares for other purposes not mentioned in the Code?
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When can a private corporation invest its funds in another corporation, business, or for any other purpose?
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What is the requirement for notifying stockholders or members of the proposed investment?
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Do dissenting stockholders have any rights in the case of an investment?
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Are there any exceptions where stockholder or member approval is not necessary for investments?
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What can the board of directors of a stock corporation declare as dividends?
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How are cash dividends on delinquent stock applied?
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What is the requirement for issuing stock dividends?
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Is there a restriction on stock corporations regarding the restraint of surplus profits?
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What are the acceptable justifications for restraining surplus profits in excess of 100% of the paid-in capital stock?
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What is required for a corporation to conclude a management contract with another corporation?
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Are there specific ownership or board membership conditions for the approval of a management contract?
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What approval is necessary for a management contract involving the exploration, development, or utilization of natural resources?
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What is the maximum duration for a management contract?
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03/21/2025
What powers can a corporation possess or exercise?
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03/21/2025
Are there any limitations on the corporate powers of a corporation?
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