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ADMS 2610 (485)


2 Pages

Administrative Studies
Course Code
ADMS 2610
Robert Levine

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ADMS2610 Session 7 Chapter 17 (pg. 306-309, 313-314) What is a Corporation? - a type of legal entity created by the state - existence in law is separate from those who form it (limited liability) - a creature of statute - a person in the eyes of the law with similar rights and responsibilities to that of an individual - a large number of persons participating in business transaction requiring more capital than one individual or a small group possessed or cared to risk in a venture Characteristics of a Corporation - not an individual nor a partnership - separate legal entity from its owners - existence at law, but not material existence - rights and duties set forth by law - agents can bind corporations - shareholders have limited liability The Nature of a Corporation - Shareholder – a person who holds a share interest in a corporation; a part owner - Director – under corporation law, a person elected by the shareholders to manage its affairs - Officer – a person elected or appointed by the directors to fill a particular office (president, secretary, etc) o shareholders elect directors and directors appoint officers - Control – management lies with directors o Subject to limitations in the articles or shareholders agreement o Shareholders cannot bind the corporation in contract (only officers and directors) - Limited liability o Shareholder loss limited to investment, personal assets generally are not subject to creditors - Transfer of Interests o Freedom of shar
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