About Corporations
Companies planning to go public one day will typically form general corporations. In these blogs, we explain all you need to know.
Adding and Removing Directors on a Board
By
Brett Melson
Monday, November 27, 2023

In short, and as discussed here, Delaware’s General Corporation Law provides that shareholders are ultimately responsible for appointment and removal of Directors, with the mechanics and processes relating to the vote, removal, and replacement ordinarily set forth in the corporation’s bylaws...
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Directors Cannot Vote By Proxy at Board Meetings
By
Jarrod Melson, Esq.
Tuesday, October 31, 2023

Can directors vote by proxy at board meetings? Learn about the rules of board meeting votes and what happens when a board member cannot be present...
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What is a Banking Resolution?
By
Devin Scott
Monday, September 18, 2023

At the first meeting of the members (for an LLC) or the Board of Directors (for a corporation) establishing a company, a corporate resolution about banking details is often included.
Although a company may agree on several different types of resolutions during the meeting, the banking resolution is often the most commonly extracted resolution from the general minutes of the meeting...
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Advantages of a Delaware Close Corporation
By
Devin Scott
Monday, June 26, 2023

A General Corporation can have as many shareholders as it sees fit. With a Close Corporation, there are restrictions on the sale or transfer of stock. The sale or transfer of stock in a Close Corporation can be restricted by the Right of First Refusal clause...
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Common Public Benefit Corporation Terms
By
Justin Damiani
Tuesday, June 20, 2023

Public Benefit Corporations (PBC) are corporations created with the goal of operating in a way that is responsible and sustainable. These entities exist to to benefit the society as a whole while still creating a profit. We are discussing the terms commonly mentioned when discussing PBCs...
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Top 10 Terms When Forming a Corporation
By
Justin Damiani
Tuesday, April 11, 2023

When we talk to our clients, specific questions or terms are often mentioned during the formation process. Discover some of the most frequently used corporate terms and lingo used when forming a Delaware corporation then form a corporation of your own today...
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Greater Scrutiny to Board Actions Affecting Stockholder Voting Rights
By
Jarrod Melson, Esq.
Tuesday, April 4, 2023

Delaware’s Court of Chancery applies greater scrutiny when reviewing board actions that affect stockholder voting. Learn more about shareholder voting rights...
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Delaware 2022 Corporate Law Amendments – A “Must Know” Summary
By
Jarrod Melson, Esq.
Tuesday, October 4, 2022

The Delaware Legislature adopted the amendments to the Delaware General Corporation Act which all directors, officers, and stockholders of Delaware corporations need to become familiar with. Jarrod Melson explains the changes you need to consider in this new blog...
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Par Value: How Low Can You Go?
By
Paul Sponaugle
Monday, October 3, 2022

Par value is the lowest limit set to the value of a share of stock in a corporation. Shares can be sold for more than par value, but not less...
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Perpetual Existence for Corporations
By
HBS
Tuesday, September 6, 2022

A corporation typically “lives” separately from its founder(s), shareholders, and employees. In other words, regardless of individuals involved in the business quitting, retiring, or even passing away, the business entity will still exist...
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