- Part 1. Organizing a Business Corporation
Chapter - Preliminary Organizational Activities
- Articles of Incorporation
- Bylaws
- Organizational Meetings of Shareholders and Directors
- Part 2. Conducting Corporate Business
- Shareholders' Meetings
- Proxies
- Voting Trusts
- Directors' Meetings
- Minutes of Corporate Meetings
- Corporate Resolutions
- A. Records Retention
- Part 3. Compensating Directors and Officers
- Directors' Compensation
- Officers' Compensation
- Deferred Salary Plans
- Qualified Profit Sharing and Pension Plans
- Stock Bonus and Stock Purchase Plans
- Executive Life Insurance
- Part 4. Directors, Officers, and Agents - Duties, Powers, and Liabilities
- Duties and Powers of Directors and Officers
- Indemnification of Directors, Officers, Employees, and Agents
- Transactions with Directors and Officers
- Removal and Resignation of Directors and Officers - Filling Vacancies
- Corporate Agents and Offices
- Part 5. Capital Stock
- Authorization for Issuance of Capital Stock
- Issuance of Capital Stock
- Transfer of Stock
- Stock Rights
- Stock Purchase Warrants
- Repurchase of Stock by Corporation
- Redeemable Preferred Stock
- Part 6. Corporate Borrowing
- Authorization for Corporate Borrowing
- Promissory Notes, Mortgages, and Equipment Loans
- Debentures and Trust Indentures
- Variable Interest, Convertible, and Subordinated Loan Instruments
- Corporate Guaranties
- Part 7. Dividends
- Authorization to Pay Dividends
- Payment of Dividends
- Other Dividend Considerations
- Part 8. Acquisitions, Mergers, and Consolidations
- Purchase of Assets
- A. Purchase of Stock
- Mergers and Consolidations
- Takeovers and Tender Offers
- Part 9. Divestitures, Liquidations, and Dissolutions
- Spin-Offs, Split-Offs, Split-Ups, and Recapitalizations
- Liquidations and Dissolutions
- Part 10. Close Corporations and Other Special Corporations
- Close Corporations
- Special Corporations
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