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    Revised Corporation Code Table of Approval

    Uploaded by

    Yannah Hidalgo
    The document outlines various corporate actions and resolutions that may be undertaken by a board of directors or stockholders and lists the required approval levels and processes. For most actions, majority approval of the board and 2/3 approval of stockholders is needed. SEC approval is also required for some actions such as amendments to articles of incorporation. Stockholders denied the right to vote must also be allowed to vote. Actions generally become effective upon approval.

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    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd

    Revised Corporation Code Table of Approval

    Uploaded by

    Yannah Hidalgo
    94 views9 pages
    The document outlines various corporate actions and resolutions that may be undertaken by a board of directors or stockholders and lists the required approval levels and processes. For most actions, majority approval of the board and 2/3 approval of stockholders is needed. SEC approval is also required for some actions such as amendments to articles of incorporation. Stockholders denied the right to vote must also be allowed to vote. Actions generally become effective upon approval.

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    Revised Corporation code table of approval

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    The document outlines various corporate actions and resolutions that may be undertaken by a board of directors or stockholders and lists the required approval levels and processes. For most actions, majority approval of the board and 2/3 approval of stockholders is needed. SEC approval is also required for some actions such as amendments to articles of incorporation. Stockholders denied the right to vote must also be allowed to vote. Actions generally become effective upon approval.

    Copyright:

    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd
    Download as docx, pdf, or txt
    94 views9 pages

    Revised Corporation Code Table of Approval

    Uploaded by

    Yannah Hidalgo
    The document outlines various corporate actions and resolutions that may be undertaken by a board of directors or stockholders and lists the required approval levels and processes. For most actions, majority approval of the board and 2/3 approval of stockholders is needed. SEC approval is also required for some actions such as amendments to articles of incorporation. Stockholders denied the right to vote must also be allowed to vote. Actions generally become effective upon approval.

    Copyright:

    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd
    Download as docx, pdf, or txt
    of 9

    Is the Is the Must the

    approval of approval of Must the action to be Is SEC Beside SEC is Is When does Restriction/
    the Board the stockholder undertaken approval the approval stockholder the action other remar
    required ? if stockholder who were be stated in required ? of other given becomes
    so what is the required ? denied of the the notice of government Appraisal effective
    Required and if so how right to vote agenda of the (state also agency right should
    Number of may are the also vote ? meeting when required for the action be
    Votes of the required application the action to approved ?
    Board Number of for approval become
    Vote of the must be filed) effective?
    Stockholders
    Majority of
    Amendment the Board 2/3 Yes Not stated Yes (within Yes Yes Upon
    of Articles of Present reasonable approval
    Incorporation time ) usually
    30 days
    Section -- Section

    Amendment
    of by laws

    Resolution
    delegating
    /empowering
    the Board to
    amend the by
    laws
    Resolution
    DISSOLVING
    the
    delegation to
    the Board to
    amend the by
    laws.

    Fixing the
    terms and
    condition of
    the preferred
    shares

    Resolution to
    Remove a
    member of
    the Board
    Resolution
    setting the
    compensation
    of the Board

    Election of Note: when is


    members of director
    the Board for allowed to
    purposes of elect
    filing up the (appoint)
    vacancy members of
    the Board?

    To fill vacant
    slot of
    director via
    stockholders
    vote

    To elect
    officers of the
    corporation

    RATIFICATION
    of
    Contracts
    entered into
    by the
    corporation
    with one of
    the directors

    RATIFICATION
    of
    Contracts
    entered into
    by the
    corporation
    with one of
    the officers

    Amendment
    of AI to
    shorten
    corporate
    terms .

    Amendment
    of AI to
    increase /
    decrease
    authorized
    capital stocks

    To incur /
    create
    bonded
    indebtedness

    Amendment
    of AI to deny
    appraisal right

    Exemption of
    the
    application of
    pre-emptive
    right

    Disposition /
    sale of all or
    substantially
    all of the
    corporate
    assets .

    To acquire/
    purchase
    own shares .
    (treasury
    shares)

    To sell
    treasury
    shares

    To borrow
    from banks

    Resolution to
    invest in
    another corp.

    To activate a
    secondary
    purpose of
    the corp.
    To issue stock
    dividend

    To declare
    cash or
    property
    dividend

    To enter into
    a
    management
    contract with
    another corp.
    or persons

    To enter into
    a
    management
    contract with
    another
    corporation
    with
    interlocking
    directors

    To effect a
    merger or
    consolidation

    To call for
    unpaid
    subscription

    To voluntarily
    dissolve a
    corp.

    To adopt a
    plan for the
    distribution of
    asset of non
    stock corp.

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