Found inside – Page 846If such corporate practices were necessarily to require equal treatment for ... CORPORATION” UNDER SUBCHAPTER XIV OF THE DELAWARE GENERAL CORPORATION LAW We ... Found inside – Page 247Given the absence of any conflict with a mandatory aspect of Delaware corporate law , the charter provision's restriction ... C. § 228 ( c ) requirement , with tion , courts interpreting the Delaware General Corporawhich compliance or lack thereof ... Found inside – Page 53-104The court also noted that $ 228 ( a ) of the Delaware General Corporation Law " would seem to reflect a legislative policy that if you have the votes you can act immediately without first seeking to ascertain how the other shareholders might be ... Found inside – Page 26Planning, Financing & Operating the Successful Business Richard D. Harroch, ... The Delaware Corporation Law ( the " Delaware Statute " ) and the California ... Found inside – Page 11-10Addressing the question whether the bylaw conflicted with Section 228 of the Delaware General Corporation Law (which allows shareholder action by written ... Found inside – Page 2-62... Corporation Law in this area is that the Delaware General Corporation Law ... Corporation Law in certain circumstances, including a dilution test.228 If ... Found inside – Page 38285 See generally E. FOLK, THE DELAWARE GENERAL CORPORATION LAw 75—89 (1972); see also FDIC V. ... 1956); ROBERT C. CLARK, CORPORATE LAw 228-29 (1986). Found inside – Page 1237Section 141(a) of the General Corporation Law provides that a corporation's board of directors shall manage the business and affairs of a Delaware ... Found inside – Page 2489This having been said, it must be observed that there exists a rather clear distinction in the case law separating the nearly unconditional substantive ... Found inside – Page 238... 184n64, 186n76, 234 Delaware, 19, 22, 179–87, 186f, 228–30 California, 34, ... 182–83 Delaware Bar Association, 183 Delaware General Corporation Law ... Found inside – Page 661Facebook, Inc., a Delaware corporation, hereby certifies as follows. 1. ... with Section 228 of the General Corporation Law of the State of Delaware. Found inside – Page 1248... Shareholder action , nature of , 1080 . DELAWARE Closely - held corporations , 605 - 606 , 608 . DE. FACTO. CORPORATION. Corporate law revision , 19 - 23 . See , also , De Facto Doctrine . De facto doctrine in , 229 . Attack on , 228 . Found insideIn Van Gorkom, the Delaware Supreme Court indicated that while Delaware law did not ... upon which a proper exercise of business judgment could be made. Found insideUnder the authority of section 228(a), a certificate of incorporation could ... (quoting Folk on the Delaware General Corporation Law § 228.03 (6th ed.)). Found inside – Page 575This constitutes 67 percent of the voting power in the corporation. ... act by written consent pursuant to Delaware General Corporation Law (DGCL) §228, ... Found inside – Page 2017When a corporate president signed a contract on behalf of the corporation of which he was the sole stockholder, he was unhampered by either the absence of ... Found inside – Page 507... 289–290, 291–292 Delaware attractiveness to corporations, 224–228 business judgment rule in (See Business judgment rule— Delaware) connected assets law ... Found inside – Page 700Laws , Ch . 131 , 8 6 ( 1937 ) . The 1967 general revision of the Delaware statute authorized corporations to provide in the certificate of incorporation for a less than unanimous consent . 56 Del . Laws , Ch . 50 , $ 228 ( 1967 ) . In 1969 , the ... Found inside – Page 57518 cially - created rules to “ protect ” minority stockholders of closely - held Delaware corporations . ... In 1967 , when the Delaware General Corporation Law was significantly revised , a new Subchapter XIV entitled " Close ... The Economic Structure of Corporate Law 228-52 ( 1991 ) ( noting that " courts have found the equal opportunity rule ... impossible to administer , " id . at 247 ) . no “ public offering . Found inside – Page 6... of the directors of THE SEEBURG CORPORATION OF DELAWARE , a Delaware corporation , was duly submitted to the shareholders ... shareholders , in accordance with the requirements of Section 902 of the Pennsylvania Business Corporation Law , for the purpose ... Plan and Agreement of Merger in accordance with Section 228 of the General Corporation Law of the State of Delaware on February ... Found inside – Page 148The Corporation and AHC , as the holders of all of the outstanding Common Units of the Partnership , by executing this ... of a meeting pursuant to Section 228 of the Delaware General Corporation Law to evidence such consent and approval . Found inside – Page 3040 Pennsylvania ' s Business Corporation Law of 1988 eliminates the statutory right of shareholders to call a special ... 228 of Delaware General Corporation Law to not be a substantive grant of power to shareholders ; § 228 only allows ... Found inside – Page 11-10Section 204 of the Delaware General Corporation Law provides that “no ... Section 228(d)(1)40 permits consents to be delivered to the corporation by ... Found inside – Page 157poration by delivery to its registered office in this State , its principal place of business , or an officer or agent of the corporation ... See Cross Reference Table for latest developments $ 228 DELAWARE GENERAL CORPORATION LAW 157. Found inside(e) Prompt notice of the taking of the corporate action without a meeting by less ... Ch. 14, L. '09 Synopsis of Section 228 This section is a technical ... Found inside – Page 277In general . Section 228 , which authorizes majority stockholder consent in lieu of a meeting of the stockholders , has proved to be one of the most popular provisions added to the corporation law in the 1967 revision . In the view of many , its ... Found inside – Page 806Delaware General Corporation Law (DGCL) (continued) board meeting notice, ... 211 good faith and fair dealing, 228-229 governing law, 212-213 liability ... Found inside – Page 470Containing the General Corporation Law of Delaware with Amendments Thereto Adopted at the Regular Session of the One ... 228 action taken beyond scope of is invalid 227 adjournment of 227 amendment of charter .173 , 186 called by ... Found inside – Page 807For Delaware corporations , $ 216 of the Delaware General Corporation Law dictates this result unless the charter or by ... Although Sections 213 and 228 of the Delaware General Corporation Law contemplate such procedures , Delaware ... 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