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Upon incorporation, the corporation becomes liable for any preincorporation
agreements en- tered into by its promoters.
The limited partnership is generally taxed as a separate entity.
In recent years, the number of shares traded via NASDAQ has surpassed the number of
shares traded on the New York Stock Exchange.
Most secretaries of state require annual reports from every domestic and qualified
foreign corporation.
The managers of a limited liability company are personally liable for the company's
debts and obligations.
There is no difference in the end results between an asset acquisition and a statutory
merger.
The statutes of most states provide a list of activities considered to be transacting busi-
ness in that state.
Property is considered to be partnership proper- ty if it is purchased with partnership
assets.
In states following the Model Business Corporation Act, the corporation must have
stock issued at all times that guarantees that there are shareholders with the necessary
voting rights to take any required corporate actions.
Failure to comply with annual reporting requirements and the payment of required fees
in a foreign state may constitute grounds for revocation of the foreign corporation's
certificate of authority.
Equity securities are loans from shareholders that must be repaid.
An apparent agency can be created by the actions of an apparent agent alone, without
any action by the principal.
A carefully drafted partnership agreement can be important to the success of the limited
liability partnership.
The death of a limited partner is a cause for dissolution of the limited partnership.
The term sistercorporation is sometimes used to refer to two corporations owned or
con- trolled by the same owners.
Several states have adopted limited liability limited partnership legislation to offer
limited liability status to both general and limited partners.
The application for certificate of authority must include the name and address of a
registered agent in the corporation's state of domicile to receive service of process on
any actions that may arise in the foreign state.
When material information concerning the corporation is released, insiders must wait
until the news can be widely disseminated before they buy or sell shares of equity
securities of the corporation on the basis of that information.
Annual 10-K reports must be filed with the Securities and Exchange Commission by
every issuer subject to the reporting requirements of the Securities Exchange Act of
Contributions to defined contribution plans are based solely on the amount that will
eventually be paid out to the participant, not on the income or profits of the corporation.
