Corporation Procedure: Law, Finance, Accounting

Pirmais vāks
Ronald Press Company, 1922 - 1689 lappuses
 

Saturs

WHERE TO INCORPORATE
50
COST OF INCORPORATION
60
Part IIIThe Stock System
69
X
79
XI
85
FULLPAID STOCK
99
SHARES WITHOUT PAR VALUE
111
Publication Notice of Annual Meeting
122
Publication Notice of Annual Meeting
123
Publication Notice of Annual Meeting
124
DIRECTORS MEETINGS
139
Oath of Inspectors of ElectionNew York
162
Certificate of Inspectors of ElectionNew York
163
Acknowledgment of Inspectors Certificate
164
XX
165
XXI
172
CHARTERTHE CORPORATE PURPOSES
182
PAGE
188
CHARTERTHE BOARD OF DIRECTORS
192
CHARTEREXECUTION AND FILING AMENDMENT
208
Part VIThe ByLaws
215
XXIX
222
XXX
228
XXXI
235
Notarial AcknowledgmentNew York
236
Power of AttorneyTo Receive Dividends
237
Power of AttorneyTo Collect Money
238
Power of AttorneyTo Deliver Deed 1606
239
Power of AttorneyTo Manage Sell and Deed Land
240
Revocation of Power of Attorney CORPORATE CONTRACTS AND ASSIGNMENTS
241
Corporate Contract
242
Corporate Bill of Sale
243
Assignment of Contract
244
XXXII
245
Assignment of ContractBy Indorsement
246
Assignment of PatentIndividual to Corporation
247
Treasurers BondPersonal
248
Indemnity Bond for Lost Stock Certificate
249
XXXIII
252
Form
257
BYLAWSDIVIDENDS AND FINANCE SUNDRY PRO
260
Part VIIOrganization Meetings
267
Call and Waiver of Notice+Stockholders
268
CHAPTER PAGE
377
TREASURERS RELATION ΤΟ OTHER CORPORATE
385
TREASURERS LIABILITIES
393
THE TREASURERS BOND
401
Part XIThe Corporate Finances X
415
69
429
DIVIDENDS Continued
431
BONDS
447
Coupon Bond 250a Coupon
452
Trustees Certificate 252 Debenture Bond XXV BOND ISSUES THE DEED OF TRUST Form 253 Deed of Trust Part VCorporate Records Reports an...
453
BONDS Continued
457
Part XIICorporate Arrangements
467
HOLDING COMPANIES
473
PROTECTION OF MINORITY STOCKHOLDERS
483
INCORPORATING A PARTNERSHIP
497
CONSOLIDATION REORGANIZATION AND DISSOLUTION
516
Part XIIIAllied Forms of Organization
525
EXPRESS Trusts as a FORM OF BUSINESS ORGANIZATION
532
HOW AN EXPRESS TRUST IS ORGANIZED
545
Part IThe Corporation
555
ORGANIZATION FOR BUSINESS
563
THE CORPORATE ORGANIZATION
573
THE CORPORATION IN MODERN BUSINESS HOLDING
583
COMMON STOCK
595
PREFERRED STOCK
601
BONDS
612
79
619
SECURED BONDS
624
87
625
UNSECURED BONDS
634
99
643
SHORTTERM NOTES
647
104
651
REDEMPTION OF BONDSSINKING FUNDS
653
120
661
Part IIIThe Financial Organization XII CAPITALIZATIONBASIS
663
124
672
CAPITALIZATIONGOODWILL SURPLUS AND INITIAL EXPENSES
676
FIXED AND WORKING CAPITAL
686
WORKING CAPITAL REQUIREMENTSTIME TURNOVER AND TERMS OF PURCHASE
697
Advertising
704
WORKING CAPITAL REQUIREMENTSTERMS OF SALE SPECIAL PROBLEMS
708
XVII
720
COMBINATIONS
737
Part IVSecuring Capital XIX PROMOTIONPREPARATORY WORK
753
PROMOTIONMETHODS OF FINANCING
765
THE PROMOTER
772
215
778
PROMOTERS PROFITS
784
222
785
228
791
235
797
SELLING SECURITIES DIRECTTO BUSINESS ASSOCIATES
799
245
807
SELLING SECURITIES DIRECTTO OUTSIDERS
814
252
815
260
821
SELLING SECURITIES THROUGH DEALERS STOCK Ex CHANGE METHODS
823
FIRST MEETING OF STOCKHOLDERS
831
UNDERWRITING
837
FIrst Meeting of Directors
842
Part VInternal Financial Management XXVIII BORROWED CAPITAL
849
THE STOCK RECORDS
853
NET INCOME
867
DIVIDENDS
883
PAYMENT OF DIVIDENDS
898
SURPLUS
908
XXXIII
922
EXPANSION
936
FINANCIAL STANDARDS
947
ANALYSIS BASED ON FINANCIAL STANDARDS
960
XXXVII
967
XXXVIII
979
INSOLVENCY AND RECEIVERSHIP
993
XL
1010
XLI
1018
Part ISurplus and Reserve Accounts
1033
Part IIThe Original Capital of the Corporation
1065
PARVALUE STOCK OF ORIGINAL ISSUENOT FULLPAID
1076
STOCK SUBSCRIPTION SYSTEM
1086
Instalment Book 256 Transfer Register
1087
SALE OF STOCK BELOW OR ABOVE
1096
X
1106
XI
1113
NONSTOCK CORPORATIONS
1128
TYPICAL CORPORATE ORGANIZATIONS
1156
CHAPTER PAGE
1165
INCORPORATION OF PARTNERSHIP
1172
Part VCorporate Combinations
1259
HOLDING COMPANIES
1268
COMBINATION BY MERGER OR PURCHASE
1278
Part VIDissolution Reorganization Receivership
1297
TRANSFER OF STOCK Continued
1313
Part VIICorporation Statements
1349
CONSOLIDATED STATEMENTS
1373
CONSOLIDATED STATEMENTS Continued
1384
PREPARATION OF FEDERAL INCOME TAX RETURNS
1399
Part IForms Relating to Organization
1425
Amusement Devices 7 Automobiles
1443
Brick Machinery 11 Building Materials
1444
Cloaks and Garments 13 Contracting and Building 14 Cotton and Textile Fabrics
1445
Dairy and Farm Products
1446
Department Store 17 Drugs
1447
DryGoods 19 Electrical Supply Company 20 Engineering Mechanical
1448
Express and Delivery 22 Films and Motion Pictures 23 Furniture
1449
Gas and Electric Fixtures 25 Hardware 26 Heating Apparatus
1450
Hotel 28 Ice Company 29 Inventions and Patents 30 Inventions and Patents
1451
Jewelry 32 Leather 33 Lighting and Heating
1452
Locks 35 Lumber 36 Manufacturing General 37 Meat and Cattle
1453
MetalWorking 39 Mining 40
1454
Opticians
1455
Paints and Painters Supplies 43 Periodical or Newspaper 44 Photographic Apparatus 45 Pianos and Musical Instruments 46 Printing
1456
Railroad Construction 48 Real Estate
1457
Refrigerating Company 50 Schools 51 Securities Company New York
1458
Smelting and Allied Operations New Jersey
1459
Textile Fibers
1460
SUBSCRIPTION LISTS
1474
PAGE
1476
STOCK CERTIFICATES
1483
STOCK BOOKS
1493
ProxyFirst Meeting of Stockholders
1502
Inspectors Report 93 Waiver of Notice of Assessment
1503
ORGANIZATION MEETING OF DIRECTORS Form 94 Minutes of Directors First Meeting
1504
Call and WaiverDirectors
1507
Secretarys Oath of Office 97 Proposal to Exchange Property for Stock
1508
Assignment of Subscriptions
1509
Call for First Directors Meeting
1511
OPTIONS AND VOting Trust AgreemenTS Form 100 Option on Capital Stock
1512
Option on Business and Property
1514
Option on Real Estate
1515
Assignment of Option
1516
Voting Trust Agreement
1517
Part IIForms Relating to Corporate Meetings XI CALLS AND WAIVERS FOR SPECIAL MEETINGS Form SPECIAL MEETINGS OF STOCKHOL...
1519
Call and Waiver for Special Meeting of Stockholders
1520
Presidents Call for Special Meeting of Stockholders 107 Presidents Call for Special Meeting of Stockholders Formal
1521
Directors Call for Special Meeting of Stockholders 109 Directors Instructions for Special Meeting of Stock holders
1522
Directors Resolution for Special Meeting of Stock holders
1523
Stockholders Request for Special Meeting 112 Presidents Indorsement of Stockholders Request
1524
Stockholders Call for Special Meeting SPECIAL MEETINGS OF DIRECTORS 114 Call and Waiver for Special Meeting of Directors
1525
Agreement for Consent Meeting of Directors
1526
Presidents Call for Special Meeting of Directors 117 Directors Call for Special Meeting of Directors
1527
NOTICES OF MEETINGS STOCKHOLDERS MEETINGS 118 Notice of Special Meeting of Stockholders
1529
Publication Notice of Special Meeting of Stockholders 120 Publication Notice of Special Meeting of Stockholders
1530
Notice of Annual Meeting 1504
1531
Notice of Special Meeting of Directors
1533
Notice of Regular Meeting of Directors
1534
PROXIES FOR MEETINGS Form
1535
ProxySimple Form 128 ProxyUnlimited
1537
ProxyTime Limited
1538
Proxy for Particular Meeting
1539
ProxyLimited as to Stock 132 Proxy for Annual MeetingFormal
1540
Corporate Proxy
1541
Revocation of Proxy
1542
MOTIONS AND RESOLUTIONS Form
1543
Motion Instructing Secretary to Cast Vote 136 Motion Instructing Secretary to Cast VoteFormal 137 Motion to Amend Bylaws 138 Motion to Pay Bills
1544
Motion to Employ General Manager 140 Motion to Appoint an Investigating Committee
1545
Stockholders Resolution for Sale of Entire Assets 142 Stockholders Resolution Authorizing Consolidation 143 Stockholders Resolution to Amend By...
1546
Directors Resolution to Open Bank Account 145 Directors Resolution Designating Depositary
1547
Directors Resolution Designating Bank 147 Directors Resolution Authorizing Issue of Stock
1548
Directors Resolution Authorizing Contract 149 Directors Resolution Declaring Dividend 150 Directors Resolution Declaring DividendPreferred Stock...
1549
Directors Resolution Appointing Managing Director 153 Directors Resolution Calling Special Meeting of Stock holders 154 Directors Resolution to S...
1550
Directors Resolution to Purchase Property 156 Directors Resolution for Settlement of Claim 157 Directors Resolution Ratifying Sale of Property
1551
Directors Resolution Removing Officer New York 159 Directors Resolution for Sale of Entire Assets
1552
FORMS USED IN CONNECTION WITH MEETINGS Form 160 Secretarys List of Stockholders
1553
Outline Minutes for Annual Meeting
1555
Ballot at Annual Meeting 167 Ballot at Annual MeetingFormal
1558
ANNUAL MEETING OF STOCKHOLDERS
1559
Minutes of Special Meeting of Stockholders
1560
Minutes of Adjourned Meeting of Stockholders
1561
Minutes of Regular Meeting of Directors
1563
Minutes of Adjourned Meeting of Directors
1564
Minutes of Special Meeting of Directors
1565
Part IIIForms Relating to General Procedure XVII MISCELLANEOUS NOTICES Form SUBSCRIPTION AND ASSESSMENT NOTICES 174 Instal...
1569
Notice of Stock Assessment 176 Notice of Stock AssessmentStatutory
1570
Notice of Sale of Delinquent Stock NOTICES RELATING TO DIVIDENDS 178 Dividend NoticeMailing
1571
Dividend NoticePublication 180 Notice Accompanying Dividend Check
1572
Dividend Notice 182 Dividend NoticeCommon Stock
1573
Dividend NoticeCommon and Preferred Stock 184 Dividend NoticeMailing Orders Requested 185 Mailing Order for Dividends
1574
NOTICES OF APPOINTMENT 186 Notice of Election as Director
1575
Notice of Election as DirectorAcceptance Requested 188 Notice of Appointment as General Manager
1576
Tender of Position as Sales Manager
1577
RESIGNATIONS Form 190 Resignation of Director
1578
Resignation of DirectorEffective on Acceptance
1579
Resignation of DirectorPeremptory 193 Resignation of DirectorFuture Date
1580
Resignation of PresidentConditional 195 Resignation of Treasurer
1581
CORPORATE AND OFFICIAL SIGNATURES
1582
Official SignatureInformal 197 Official SignatureFormal 198 Corporate SignatureInformal
1583
Corporate SignatureFormal
1584
Testimonium ClausesCorporate SignatureSeal Attested 201 Testimonium ClauseTwo Corporate Signatures
1585
Testimonium ClauseCorporate and Individual Sig natures 203 Testimonium ClauseCorporate and Individual Sig natures
1586
Testimonium ClauseSignature by Agent
1587
CHECKS RECEIPTS AND NOTES Form CORPORATE CHECKS 205 CheckCorporate Signature
1588
CheckCountersigned 207 CheckOfficial Signatures
1589
CheckOfficial SignaturesPurpose Stated 209 CheckDraft Form
1590
Dividend Check 211 Indorsement of Corporate Check
1591
Indorsement of Check for Deposit 213 Corporate Draft
1592
CORPORATE RECEIPTS 214 Corporate Receipt 215 Corporate ReceiptOfficial Signature
1593
Dividend Receipt CORPORATE NOTES
1594
Corporate NoteBy President 218 Corporate NoteBy Treasurer 219 Collateral NoteOn Demand
1595
Corporate NoteCollateral Security
1596
CERTIFICATIONS Form 221 Certificate to Service of Notice
1598
Affidavit to Service of Notice 223 Affidavit to Publication of Notice
1599
Certified Resolution Designating Bank 225 Certification of Resolution Designating Bank
1600
Certification of Resolution 227 Certificate of Election of Treasurer 228 Certificate of Election of Officers
1601
Certification of Transcript from Bylaws 230 Certification of Bylaws as a Whole
1602
Certification of Transcript from Minutes 232 Certification of MinutesPresident and Secretary
1603
Secretarys Affidavit to Minutes 234 Notarial Exemplification of Minutes
1604
PAGE
1609
CHAPTER PAGE
1643
CORPORATE CALENDAR
1653
1512
1663
1442
1664
1529
1675
1559
1676
1535
1680
1578
1682
1553
1685
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139. lappuse - The certificate of incorporation of any corporation may contain any provision for the regulation of the business and the conduct of the affairs of the corporation, and any limitation upon its powers, or upon the powers of its directors and stockholders, which does not exempt them from the performance of any obligation or the performance of any duty imposed by law.
864. lappuse - Upon the indorsement of any of its member banks, which shall be deemed a waiver of demand, notice and protest by such bank as to its own indorsement exclusively, any Federal reserve bank may discount notes, drafts, and bills of exchange arising out of actual commercial transactions...
1439. lappuse - BROWN, all of the parties to the foregoing certificate of incorporation, known to me personally to be such, and severally acknowledged the said certificate to be the act and deed of the signers respectively, and that the facts therein stated are truly set forth.
487. lappuse - In all elections for directors or managers of a corporation, each member or shareholder may cast the whole number of his votes for one candidate, or distribute them upon two or more candidates, as he may prefer.
1211. lappuse - Debt expense" means all expenses in connection with the issuance and sale of evidences of debt, such as fees for drafting mortgages and trust deeds: fees and taxes for issuing or recording evidences of debt cost of engraving and printing bonds, certificates of indebtedness, and other commercial paper...
1426. lappuse - We, the undersigned, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the act of the legislature of the State of New Jersey entitled "An act concerning corporations" (revision of 1896), and the acts amendatory thereof and supplemental thereto, do hereby certify as follows: First.
1429. lappuse - ... may elect a successor to hold office for the unexpired portion of the term of the director whose place shall be vacant, and until the election of a successor.
45. lappuse - A promoter is a person who brings about the incorporation and organization of a corporation. He brings together the persons who become interested in the enterprise, aids in procuring subscriptions, and sets in motion the machinery which leads to the formation itself. Every person, acting by whatever name in the forming and establishing of a company at any period prior to the company, is considered, in law, as occupying a fiduciary relation towards the corporation.
1405. lappuse - Whenever in the opinion of the Commissioner the use of inventories is necessary in order clearly to determine the income of any taxpayer, inventories shall be taken by such taxpayer upon such basis as the Commissioner, with the approval of the Secretary, may prescribe as conforming as nearly as may be to the best accounting practice in the trade or business and as most clearly reflecting the income.
1428. lappuse - ... shall not have been paid thereon, the deficiency shall be payable before any dividends shall be paid upon or set apart for the common stock.

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