Questions tagged [corporate-law]
The body of law about corporations, including mergers, acquisitions, corporate governance, corporate liability, finance, and bankruptcy. The fact that a question involves a corporation does not make it a corporate law question.
271
questions
13
votes
2answers
797 views
Do corporations have any constitutional rights?
An existing answer establishes fairly well that corporations in the United States do not have Fifth Amendment rights against self-incrimination.
That leads me to wonder, do corporations in the US have ...
0
votes
1answer
16 views
Is it possible to create a non-profit business on F-2 visa status?
Consider a person comes to the US with an F-2 visa status and has a plan to get his/her green card in the next year, but at the moment he/she likes to start a commercial website or mobile app but for ...
11
votes
1answer
3k views
Spin-off company with all parent's debt?
Out of curiosity, is it theoretically possible for a parent company to create a spin off company that holds all of its debt and no assets? Then the subsidiary spin-off company will declare bankruptcy ...
0
votes
1answer
51 views
Should Bob choose a manager while registering a new company?
Bob is an F-2(Student dependent) visa holder in the US who wants to establish a new company. Bob is not entitled to work in the U.S..
According to a video I saw on youtube that you must introduce a ...
3
votes
2answers
84 views
Any jurisdiction - can a company self-destruct with a by-law?
Would it be possible for a corporation or not-for-profit organization to legally include a self-destruct clause in founders agreement, by-laws, or similar binding agreement, one that can not or is ...
1
vote
2answers
58 views
Is a companies domain inherently included in the sale?
The situation is that I'm contracted for a company to do a website migration of the company's official website. The company was bought 7 years ago and the former owner remained contracted to manage ...
0
votes
1answer
36 views
How can i check a curent investigation of a company?
I'm interested in crypto, and unfortunately there's what i suspect to be this huge scam going on the market, its called tether, although legally i can't claim it is a scam.
Basically they've had a ...
1
vote
1answer
62 views
Is there any limit on how much bonuses can be given before filing for bankruptcy in the United States?
I read on https://www.cnn.com/2020/05/26/investing/hertz-bankruptcy-executive-bonuses/index.html (mirror):
Hertz paid out millions of dollars in bonuses to its executives just before its bankruptcy --...
0
votes
2answers
51 views
Are directors employees of the company?
Directors tell the company what to do but most directors also get paid for their services. Does that make directors employees of the company?
2
votes
1answer
49 views
Is a Director of an organization entitled to information on the D&O insurance?
A group of several churches have come together to form a high school, with each church electing one representative to serve on a Board of Directors. My church's director has been met with resistance ...
2
votes
2answers
85 views
Can a company control who its shareholders are?
The current owners of a privately held company can decide who to sell the business to. (For example, a startup can choose which VC firms to raise from.) But what about a publicly-traded company? Can ...
1
vote
1answer
19 views
What to do about Corporate ownership and registration renewal documents if Delaware corporate state registry had expired?
20 years ago a corporation was formed to purchase a private aircraft. The Delaware corporation's state charter had expired years ago due to non-payment of renewal fee. What are the legal ...
4
votes
2answers
81 views
Confusion about by-laws, unanimous member agreements, and appointment of directors in Canadian not-for-profit organizations
The starting point for my question is this by-law for a not-for-profit organization in Canada (the by-law is about the make-up of the board of directors):
"(b) A majority of the Directors must ...
1
vote
0answers
27 views
Are there any European Commission decisions on the duration of the non-compete clause?
Do you know any examples of European Commission decisions on the duration of the non-compete clause/obligations in corporate law? I mean contracts when this non-compete clause was too long according ...
7
votes
5answers
339 views
Can a company officially decide to break the law since the penalty for breaking it is cheaper than following it?
For example imagine a company in Washington that needs a temporary building for its workers to live in during the summer. Instead of bothering with permits, they rapidly construct a dormitory for ...
1
vote
2answers
70 views
Are most major lawsuits against corporations filed in federal courts in the U.S.?
My impression is that this is true, but I am not sure. By "major", I meant lawsuits that potentially lead to large sums in damages.
If you have any hard statistics to share, please do!
-1
votes
1answer
26 views
Geographical Protections
For a small Non-profit business, if you want to include a Geographical Region as part of your business name, then is it a Legally Enforceable requirement that the business has ties to the region (e.g. ...
2
votes
2answers
191 views
Are companies at sexual discrimination risk for using whiteboard interviews during the job interview?
Background
Currently, many companies hiring software development engineers use a whiteboard algorithms interview technique. This involves asking the job candidate to code a solution to an algorithm ...
0
votes
1answer
25 views
Are there databases that collect historical state and local government-initiated lawsuits against corporations?
For instance, this database collects federal lawsuits against corporations.
Is there an equivalent one that collects state and local government initiated lawsuits?
1
vote
1answer
93 views
What is the advantage of having a legal domicile in the Caymans?
I was researching corporate structures and stumbled upon a large Chinese company called SMIC. They are legally domiciled in the Caymans. I was wondering what the advantage for them to have a legal ...
1
vote
1answer
44 views
Who holds legal rights to manage a fund's money?
Scenario:
Bob, Larry, and Curly want to invest their money together. Bob will be the active investor and Larry and Curly will only contribute capital. They set up two companies: Company M (...
0
votes
1answer
94 views
Why big corporations do not include the copyright notice into their WEB [HTML] code?
One of the first things that I learned when writing code was to copyright it. As far as I know, the things to do are:
Create a license file that describes the copyright and lists the
software files.
...
1
vote
2answers
63 views
Does statute prescribe algorithm for calculating quorum?
Does Florida Condo Law FS718 or any relevant statute provide guidance as to how to determine the minimum number of Florida condo board directors must be present for a meeting if a 5 seat board has ...
1
vote
2answers
215 views
My bank sold a local branch to another bank, including my accounts, without my permission. Is that legal?
My bank sold a local branch to another bank (in the state of Wisconsin, United States of America), including my accounts, without my permission. My first knowledge of it was that my debit card was ...
1
vote
1answer
58 views
Compliance of .eu domain names post-Brexit
I am a sole-trader who operates purely in the UK, and I also have a corresponding (dormant) Limited company on 'Companies House'. I have both .com and .co.uk suffixes. I also have .eu suffix, and ...
-1
votes
1answer
175 views
If a director of a private limited company in India dies, will their spouse get the profits of the company later?
If I am a director in a private limited company in India with a friend, and I die after some years, will my wife get the profits of the company?
2
votes
1answer
90 views
Must a person obtain a license from console manufacturer before making a game for it? What was different in the 80s?
In this YouTube video around 2:30 it is stated
There was no way to stop another company from making a game for your
system.
and
Unlike now where you have to obtain a license to make a game
legally ...
1
vote
1answer
58 views
US citizen incorporating a company where he won't work and hiring an H1B as the CEO
Can a US citizen incorporate a company where he won't work and hire an H1B visa holder as the CEO?
0
votes
1answer
42 views
Do startups pay taxes on venture funds?
The corporate tax rate in Delaware is 8.7%. The federal corporate tax rate, which startups likely don't have the faculties to avoid paying, is 21%. If I'm a startup incorporated in Delaware, and I ...
2
votes
2answers
97 views
If a public pharmaceutical company came up with a cure for a serious disease, is it possible they could not legally make it available?
Publicly traded companies, for better or worse, have legal obligations to their shareholders.
If a publicly traded pharmaceutical company could make more profit for their shareholders by selling a ...
1
vote
1answer
74 views
What happens when a Canadian not-for-profit organization does not comply with its own by-laws?
When I search "by-law Canada" in Google, everything I get is about "municipal by-laws" such as as the first result which is the website of a law firm that explains what municipal ...
4
votes
1answer
254 views
What happens to a dissolving corporation that cannot afford to pay its franchise tax fees?
What happens to a corporation, or any of its executives, when that corporation is dissolving but has unpaid state franchise tax fees that it does not have the assets to pay? Can these corporation ...
2
votes
1answer
207 views
Anti-monopoly laws in the United States and Google
I am trying to understand what are the circumstances under which a corporation in the US is deemed a monopoly and can face legal consequences for it. More specifically, I am interested in why Google ...
1
vote
0answers
17 views
How is it determined who in an organization (corporation) has the authority to agree to what, in terms of contracts like settlements? [duplicate]
I'm curious about how it is determined who has the authority to bind a company to an agreement. For example say there's a company BoBo. Sam is fired for just cause from BoBo. Sam puts together ...
1
vote
1answer
65 views
Can choosing a username with corporate terms be a violation of the law?
I recently answered this excellent question on the Software Recommendations SE: Method/Software to rename multiple files in ascending numerical order regardless of file type?
I just noticed the ...
0
votes
1answer
251 views
Can 501(c)(3) nonprofits sell goods and services like a for-profit?
United States/NY state here.
I would like to form a business entity whose primary purpose will be helping the public at large with a very specific charitable cause. This will be a 501(c)(3) charitable ...
2
votes
1answer
65 views
Starting limited company in UK - different classes of shares
We are starting a limited (by shares) company with partner (in England).
We wanted to model it in way that I have 70% of dividend and capital distribution rights and my partner 30%, but we both have ...
2
votes
1answer
108 views
Is it a myth that a single owner LLC protect the owner's personal assets?
I own 100% ownership of an LLC. I started this LLC because everyone gave me advice that if the company is sued, the banks won't go after my car, my house or etc.
As I dig deeper into the legal ...
2
votes
2answers
71 views
Can a plaintiff in a fiduciary breach of trust sue a particular director instead of the company?
I heard this story from Peter (not actual name):
Peter co-founded a company with John.
John earns 80% of shares while Peter owns 20% of shares.
John being greedy empties all company coffers ...
1
vote
3answers
150 views
Does the CEO of a company have any legal responsibility to act in the interests of its shareholders?
Does US law include anything that places a burden of responsibility on a company's CEO to act in the interests of its shareholders, even if the CEO owns a majority share in the company?
Let's say, as ...
0
votes
1answer
39 views
Can a co-founder sue another co-founder from company constituitional infringements using courts of another country?
Say a company is incorporated in Dubai. All Shareholders live in Australia.
A co-founder does something against the company constitution, such as diluting other co-founder shares.
Can the other co-...
0
votes
1answer
195 views
Can a minor act as an officer or director of a corporation?
I have two questions:
I was wondering if a minor could act as an officer of a corporation; and
if a minor can act as a director on a board of directors in the Commonwealth of Massachusetts.
-2
votes
2answers
86 views
English Football Club ownership
I have been wondering if club fans have the power to sanction the compulsory sale of the club by an owner whom they perceive as frustrating their club's future. In any case, the money comes from these ...
0
votes
1answer
61 views
Can a company change a policy and enforce it like this?
If an organization offers an online education policy as a perquisite (after being employed for a certain period) and the policy states that it's free for the employees if they opt-in and they'll have ...
1
vote
1answer
42 views
Appraisal Rights in Chapter 11?
Assuming some number of shareholders believe that the bankruptcy process is inadequately compensating them (i.e. by setting the company valuation too low and thus giving creditors too much equity in a ...
6
votes
2answers
611 views
Why is a company allowed to change the number of shares it’s divided into after its IPO?
I read that even after an IPO, a company can change the number of shares that it’s divided into based on a board vote. What’s to prevent them from arbitrarily increasing the number of shares to raise ...
2
votes
1answer
69 views
By what mechanism does a parent company control its subsidiary?
Company B is a fully-owned subsidiary of Company A, a huge international conglomerate.
All the employees of Company B are in the orgchart of Company A, all under Company B's CEO. That CEO's boss is a ...
0
votes
1answer
54 views
Can I use the name of an out-of-business company for my project?
There was a business with a name I want to use for my business but it is out-of-business. Do I have the right to use a name of an out-of-business company? I am in Israel but my business is ...
1
vote
1answer
36 views
When creditors come for assets in an LLC formed in another state, which state laws apply?
I am heavily indebted.I also want to start a business. I want to protect my assets from creditors. If I put my personal assets into my business, will they be protected? From what I understand, Wyoming ...
1
vote
1answer
78 views
Does dissolving your LLC imply it was a sham company and therefore confer liability to you as the sole member?
I've done work for a former startup client in another state (AZ) for a few years and that work has come to an end. All that contracting work was done under my LLC (in DE) specifically created for that ...
