llcs-corporations-partnerships

Definition

An attempt to purchase a controlling stake in a corporation without the consent of the board of directors of the target company, or else continuing to negotiate with shareholders after the board of directors rejects the bid. 

See also

• Raider
• Poison pill

Definition

The rules adopted by an organization to govern its internal operations and external dealings.  Bylaws are most commonly associated with corporations.

Definition

A trust formed when individual shareholders transfer both the legal title and voting rights in their shares to a trustee.  The trustee then controls a unified voting block - with a stronger voice on matters of corporate governance than the individual shareholders could have on their own.  Voting trusts are created to last for a specified period of time, and represent one way to def

Definition

The settlement of debts and liquidation of assets, done with the goal of dissolving a partnership or corporation.

See: Dissolution of corporation.

Definition

Definition

A close corporation is a corporation that is exempt from a number of the formal rules usually governing corporations, because of the small number of shareholders it has.  The specifics vary by state, but usually a close corporation must not be publicly traded, and must have fewer than a set number of shareholders (usually 35 or so).  A close corporation can generally be run directly by the shareholders (without a formal board of directors and without a formal annual meeting).  

Definition

An important characteristic of corporations and other business organizations like the Limited Liability Company (LLC), is that investor liability is limited to the extent of their investment. That is, if the company loses a lawsuit or has other debt, the judgment is against the company, and not its owners, or shareholders. If the judgment or debt makes the company go bankrupt, the shareholders would lose the value of their shares, but, because of the concept of limited liabil

Definition

A quorum is the minimum number of members of a group or committee required to be in attendance in order for that group to be able to take official action.  Groups that often have quorum requirements include legislative bodies, corporate boards of directors, and corporate shareholder meetings.  

Definition

In a corporation, a director is a person, appointed or elected by the shareholders to sit on the board of directors. Directors have authority to implement corporate policy, and act by voting to pass board resolutions. Directors act as agents and trustees for the corporation, and have the duty to act with care, loyalty and good will in all acts done on behalf of the corporation.