유료 (영문) 회사 법인 정관(Business corporation bylaws)

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유료회원 (45만건 유료자료 이용)
Offices, Stockholders, Board of Directors, Officers, Contracts, Loans, Checks, and Deposits, Certificates for Shares; Transfers 등의 항목으로 구성된 회사 법인 정관 영문자료입니다.
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Good Business Partner YESFORM

본 문서의 미리보기 큰 이미지
유료회원이 되시면 보실 수 있습니다.

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business corporation bylaws
disclaimer
the following form is provided by from west legal directory for informational purposes only and is intended to be used as a guide
prior to consultation with an attorney familiar with your specific legal situation. is not engaged in rendering legal or other professional advice, and this form is not a substitute for the advice of an attorney.if you require legal advice, you should seek the services of an attorney.
bylaws of a business corporation: general form of corporate bylaws, including description of the rights of stockholders and the du
ties and powers of directors and officers
article one.
offices
the principal office of the corporation shall be located at [address], [city], county, [state].the board of directors shall have t
he power and authority to establish and maintain branch or subordinate offices at any other locations [within the same city or within the same state or as the case may be].
article two.
stockholders
annual meeting.the annual meeting of the stockholders shall be held on the [ordinal number] day in the month of in each year, begi
nning with the year , at [time], for the purpose of electing directors and for the transaction of such other business as may come before the meeting.if the day fixed for the annual meeting shall be a legal holiday in the state of , such meeting shall be held on the next succeeding business day.if the election of directors is not held on the day designated herein for any annual meeting of the shareholders, or at any adjournment thereof, the board of directors shall cause the election to be held at a special meeting of the stockholders as soon thereafter as is convenient.
special meetings.special meetings of the stockholders, for any purpose or purposes, unless otherwise prescribed by statute, may be
called by the president or by the board of directors, and shall be called by the president at the request of the holders of not less than [number] of all the outstanding shares of the corporation entitled to vote at the meeting.
place of meeting.the board of directors may designate any place within [if desired, add: or without] the state of , as the place o
f meeting for any annual meeting or for any special meeting called by the board of directors.a waiver of notice signed by all stockholders entitled to vote at a meeting may designate any place, either within or without the state of , as the place for the holding of such meeting.if no designation is made, or if a special meeting is otherwise called, the place of meeting shall be the principal office of the corporation in the city of , [state].
notice of meeting.written or printed notice stating the place, day, and hour of the meeting and, in case of a special meeting, the
purpose or purposes for which the meeting is called, shall be delivered not less than nor more than days before the date of the meeting, either personally or by mail, by or at the direction of the president, or the secretary, or the officer or persons calling the meeting, to each shareholder of record entitled to vote at such meeting.if mailed, such notice shall be deemed to be delivered when deposited in the united states mail, addressed to the shareholder at his address as it appears on the stock transfer books of the corporation, with postage thereon prepaid.[if appropriate, add: notice of each meeting shall also be mailed to holders of stock not entitled to vote, as herein provided, but lack of such notice shall not affect the legality of any meeting otherwise properly called and noticed.]
closing transfer books or fixing record date.for the purpose of determining stockholders entitled to notice of, or to vote at, any
meeting of stockholders or any adjournment thereof, or stockholders entitled to receive payment of any dividend, or to make a determination of shareholders for any other proper purpose, the board of directors of the corporation may provide that the stock transfer books shall be closed for a stated period, but not to exceed days.if the stock transfer books shall be closed for the purpose of determining stockholders entitled to notice of, or to vote at, a meeting of stockholders, such books shall be closed for at least days immediately preceding such meeting.in lieu of closing the stock transfer books, the board of directors may fix in advance a date as the record date for any such determination of stockholders, such date in any event to be not more than days, and in case of a meeting of stockholders, not less than days prior to the date on which the particular action requiring such determination of stockholders is to be taken.
if the stock transfer books are not closed and no record date is fixed for the determination of stockholders entitled to notice of
, or to vote at, a meeting of stockholders, or of stockholders entitled to receive payment of a dividend, the date that notice of the meeting is mailed or the date on which the resolution of the board of directors declaring such dividend is adopted, as the case may be, shall be the record date for such determination of stockholders.when a determination of stockholders entitled to vote at any meeting of stockholders has been made as provided in this section, such determination shall apply to any adjournment thereof except where the determination has been made through the closing of the stock transfer books and the stated period of closing has expired.
quorum.a majority of the outstanding shares of the corporation entitled to vote, represented in person or by proxy, shall constitu
te a quorum at a meeting of stockholders.if less than a majority of such outstanding shares are represented at a meeting, a majority of the shares so represented may adjourn the meeting from time to time without further notice.at such adjourned meeting at which a quorum is present or represented, any business may be transacted that might have been transacted at the meeting as originally notified.the stockholders present at a duly organized meeting may continue to transact business until adjournment, notwithstanding the withdrawal of enough stockholders to leave less than a quorum.
proxies.at all meetings of stockholders, a stockholder may vote by proxy executed in writing by the stockholder or by his duly aut
horized attorney in fact.such proxy shall be filed with the secretary of the corporation before or at the time of the meeting.no proxy shall be valid after months from the date of its execution unless otherwise provided in the proxy.
voting of shares.subject to the provisions of any applicable law [if desired, add: or any provision of the (articles or certificat
e) of incorporation or of these bylaws concerning cumulative voting], each outstanding share entitled to vote shall be entitled to one vote on each matter submitted to a vote at a meeting of stockholders.   (이하 생략)
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정관 작성가이드
정관의 개요와 특성, 기능, 기재사항, 변경, 작성 시 주의사항, 정관샘플 및 해설로 구성된 정관 작성가이드 입니다. 회사의 정관(定款, articles of incorporation)이란 회사의 설립, 조직, 업무 활동 등에 관한 기본규칙을 정한 문서입니다. ...
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