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Final Rule of the Corporate Transparency Act
The U.S. Department of the Treasury's Financial Crimes Enforcement Network (FinCEN) issued the final rule implementing the bipartisan Corporate Transparency Act (CTA) beneficial ownership information (BOI) reporting provisions on September 29, 2022. And the effective date of the rule will be January 1, 2024.
How to Record Shareholder Information for U.S. Corporations
In the United States, every corporation maintains a document known as the "stock transfer book" or the "share register" to record the individuals holding issued shares. Ownership interest was symbolized by stock certificates, some of which were artistically designed in the past.For instance, Disney stock certificates featuring the cartoon character Walt Disney
Introduction to Dissolution of Companies in the US
Though a range of factors may trigger dissolution, dissolution is a process that may take considerable time to accomplish. Ultimately, the conclusion of this process results in the cessation of the corporate entity. Some modern statutes, such as the Texas Business Organizations Code, uses “termination” instead of “dissolution”, but the process is the same. This article will discuss that process in the liquidation and three types of dissolution.
Introduction to Disposing of All Corporation's Assets in U.S.A
A corporation's disposing of all (or “substantially all") of its assets, “not in the ordinary course of business," is a fundamental change. Differently, it is not a fundamental change for the company buying the assets. Thus, the shareholders of the buying corporation do not get to vote on the transaction, and do not have rights of appraisal.
Types of U.S. Company Mergers
Usually, Company combinations are undertaken as a way for one company to acquire another. There are different ways to accomplish this goal. The choice will depend not only on corporate law, but on business and tax considerations. This article will discuss some different ways in which separate business entities may be combined.
U.S. Banks Business Line of Credit Introduction
U.S. Banks offers a wide variety of business loans to eligible U.S. companies. A business line of credit is a type of business loan provided by U.S. Banks. This article will briefly introduce what a business line of credit is, benefits that a business line of credit can provide, and when a U.S. company should consider a business line of credit.
Introduction to Shareholder's Appraisal Rights in U.S. Fundamental Corporate Change
Historically, fundamental corporate changes required unanimous shareholder approval. This gave each shareholder a right to veto; if even one shareholder voted “no,” the transaction failed. Modern law rejects approach and requires only approval by a designated percentage of the shares. In lieu of a right to veto, modern law provides a shareholder who objects to the fundamental change a “right of appraisal”.
U.S. States Voluntary Disclosure Program Introduction
To keep taxpayers in compliance with State tax laws, most States in U.S. have introduced voluntary disclosure programs. The program encourages taxpayers to proactively file previously delinquent tax returns and pay previously delinquent taxes and interest to exempt penalties and receive other benefits. Eligible taxpayers will need to apply for the program and then get State approval to exempt penalties and get other benefits.
Shareholder’s Responses to Unfavorable U.S. Corporate Charter Amendments
The articles might be amended to delete dividend rights or voting rights for a specific class of stock, giving rise to significant implications for the arrangement of benefits between shareholders. In relatively early times, some courts concluded that shareholders had a “contractual” or “vested” right in articles provisions, making them unamendable without shareholder consent.
Basic Features of Corporate Shares in U.S.
Authorized shares are defined as the maximum number of shares that a corporation is legally allowed to issue to investors, as per its own determinations. The number of the authorized shares is listed in a corporate’s legal formation documents, known as the Articles of Incorporation.There is no limit as to the total number of shares that can be authorized. After the incorporation