The General Corporation Act of New Jersey1903 - 251 pages |
From inside the book
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Page 28
... directors , who shall respectively be shareholders therein ; they shall be not less than three in number , and ... board of directors . Vice - Chancellor Pitney said in Loewenthal v . Rubber Reclaiming Co. ( 52 N. J. Eq . , 440 ) : " In ...
... directors , who shall respectively be shareholders therein ; they shall be not less than three in number , and ... board of directors . Vice - Chancellor Pitney said in Loewenthal v . Rubber Reclaiming Co. ( 52 N. J. Eq . , 440 ) : " In ...
Page 29
... directors to act . But the board of directors is the legal executive , recognized as such , not only in practice and on principle , but by the statute . " " If stockholders in a corporation disapprove of the company's man- agement ...
... directors to act . But the board of directors is the legal executive , recognized as such , not only in practice and on principle , but by the statute . " " If stockholders in a corporation disapprove of the company's man- agement ...
Page 30
... board of directors to support his contract with his company upon the ground that he abstained from participating as director in the negotia- tion for and final adoption of the bargain by his co - directors ; the very words in which he ...
... board of directors to support his contract with his company upon the ground that he abstained from participating as director in the negotia- tion for and final adoption of the bargain by his co - directors ; the very words in which he ...
Page 31
... board is not necessary . ( International Bank v . Faber , 86 Fed . Rep . , 443. ) Annual elections .- " That provision of the charter , which declares that annual meetings of the stockholders shall be held for the election of directors ...
... board is not necessary . ( International Bank v . Faber , 86 Fed . Rep . , 443. ) Annual elections .- " That provision of the charter , which declares that annual meetings of the stockholders shall be held for the election of directors ...
Page 32
... directors in office for a longer term than one year and to cause the board to rotate in classes , so that in no one year can the personnel of the en- tire board be changed . 2. Classification by stock , by which one class of stock ...
... directors in office for a longer term than one year and to cause the board to rotate in classes , so that in no one year can the personnel of the en- tire board be changed . 2. Classification by stock , by which one class of stock ...
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Common terms and phrases
action aforesaid agreement amended certificate amount appointed Arbitrary number assent assessment Assessors authorized Bank board of directors bonds by-laws capital stock certificate of incorporation certificate of stock charter consent consolidated corporation contract corporate existence corporation organized Court of Chancery court of equity creditors cumulative voting debts declared dissolution dividends dollars duly duty election of directors entitled execution filed foreign corporation Form Fougeray held hereby hold holders insolvent insolvent corporation Jersey judgment Legislature liability lien manufacturing meeting ment merger merging or consolidating mortgage N. J. Eq N. J. Law notice number of shares paid par value payment poration preferred stock president principal office proceedings proxy purchase purpose receiver registered office resolution Revision of 1896 seal secretary sell service of process shares of stock statute statutory stockholders subscriber Supplement tion transaction transfer book two-thirds in interest vote writ
Popular passages
Page 16 - ... the number of shares into which the same is divided, and the par value of each share; the amount of capital stock with which it will commence business, which shall not be less than $1,000, and, if there be more than one class of...
Page 118 - The recognition of its existence even by other States, and the enforcement of its contracts made therein, depend purely upon the comity of those States — a comity which is never extended where the existence of the corporation or the exercise of its powers are prejudicial to their interests or repugnant to their policy.
Page 161 - The names and postoffice addresses of the incorporators and the number of shares subscribed for by each ; the aggregate of such subscriptions...
Page 164 - This corporation reserves the right to amend, alter, change, or repeal any provision contained in this certificate of incorporation, in the manner now or hereafter prescribed by statute, and all rights conferred upon stockholders herein are granted subject to this reservation.
Page 72 - ... those who are to be affected thereby, of such intended application, to proceed forthwith and in a summary way to hear the affidavits, proofs, and allegations of the parties, or otherwise inquire into the matter or...
Page 56 - ... shall be published for three weeks successively, at least once in each week, in a newspaper published in the county in which the principal office of the corporation is located; the first publication to be made within fifteen days after the filing of such certificate...
Page 12 - Insolvent" means inability of a corporation to pay its debts as they become due in the usual course of its business. SECTION 3. PURPOSES Corporations may be organized under this Act for any lawful purpose or purposes, except for the purpose of banking or insurance.
Page 7 - The Legislature shall pass no special act conferring corporate powers, but shall pass general laws under which corporations may be organized and corporate powers of every nature obtained, subject, nevertheless, to repeal or alteration at the will of the Legislature.
Page 75 - ... shall be issued to pay to the Secretary of State, for the use of the State, the sum of...
Page 123 - ... prescribing the terms and conditions thereof, the mode of carrying the same into effect, the name of the new corporation, the number and names of the directors and other officers thereof, and who shall be the first directors and officers, and their places of residence, the number of shares of the...