New answers tagged corporate-law
1
Typically you would have the following set up:
Class A shares: these would have all the voting rights
Class B shares: these would have all the dividend rights
Class C shares: these would have all the capital rights
So in this case, you would split Class A 50/50 and Classes B and C 70/30 between you and your partner. It's likely that whoever processed your ...
1
Derivative Claims
Normally, in the fact pattern presented, Peter would need to bring a derivative action against him for the benefit of the company as a whole, following the special procedures for such actions, because the harm of the misappropriation of the funds affects all shareholders proportionately, and is a harm to the company, rather than particular ...
0
The Board's approval is needed for the act to happen. The CEO must tender his resignation to the Board for it to be effective, and must receive board permission to be appointed as VP.
To the extent that the CEO is merely thinking about doing something, there is probably no duty to disclose it. The duty would arise if some conduct prior to requesting board ...
4
If the company makes a contract, and as a result of that contract it owes more money than it has, then the company goes bankrupt and the owners and directors can walk away from it. This covers the owners/directors in cases of ordinary business contracts.
However if an employee (including an owner or director) does something sufficiently harmful then under ...
2
couldn't Peter sue John (and his new company) instead of the old company?
That depends on the intricacies of corporate law in the [unspecified] jurisdiction at issue. For instance, the applicable legislation might require John to sue the old company, which in turn would proceed as third-party plaintiff to go after John. Regardless, it seems safer for Peter ...
3
Does the CEO of a company have any legal responsibility to act in the interests of its shareholders?
No, but ...
The CEO is an officer of the company (as are the directors and any others with the ability to substantially exercise control over the company) and as such, owes fiduciary duties to the company - not to the shareholders or any subset of them.
For example, if it is in the best interests of the company to enter a trading halt but not in the best ...
1
Does the CEO of a company have any legal responsibility to act in the interests of its shareholders?
It would be very unusual bylaws in the U.S. that provided for "shareholders could demand that the issue be put up to a vote." Rather they can vote out board members and new board members can chose a new CEO.
Another recourse stockholders have is to sell their shares.
-1
Does the CEO of a company have any legal responsibility to act in the interests of its shareholders?
A corporation has some collection of owners, who select a board of directors, who will hire various people to do what the corporation does, for example they hire a CEO to be at the top of the hierarchy. The employees including the CEO have some latitude to take actions without higher approval. Ultimately, decisions by anyone who "controls" what the ...
0
Yes, if the court decides it has jurisdiction
The fact that all parties are Australian and reside in Australia could be enough to enliven that jurisdiction. It d3pends on if all parties agree to be subject to the jurisdiction of the court or if some argue that the correct venue is Dubai. If so, the court may agree with them or they might do so anyway.
If it ...
1
Most likely no.
Minors can't sign legally binding contracts unless there's an excetion. They can't handle large business transactions. Both are jobs that fall upon both directors and officers of a corporation. A director or officer also might need to sue on behalf of a company, and minors can't do that either. As such, minors below 16 can't hold such ...
4
First of all, the case US v Microsoft was originally a 1998 case, not 2001. Jackson entered his judgment in June 2000. Microsoft appealed timely. It went from Jackson's district court, straight to the Supreme Court, using 15 U.S.C. §29(b), and the Supreme court issued 530 US 1301. While the states filed for being heard, the Supreme Court declined them, ...
0
The owner owns the club
And owners can do whatever lawful thing they like with their stuff - that’s pretty much the definition of ownership.
In the modern world, most sporting “clubs”, even junior clubs for children, are owned by a corporation (not necessarily a company though) under the local law. Details vary but the decisions and actions of the club are ...
5
Do fans legally have any ownership rights? Generally, no. It can be done if an agreement of the team is put into place when the team is founded or if the current owner agrees to it (which can then be binding on whomever the team is sold/transferred to).
There are some leagues, such as the Bundesliga (Thank you Nij, for the correction; Sports in general are ...
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