The will of the majority of the Board members control corporate affairs and contracts intra vires and the courts will not interfere unless such contracts are unconscionable and oppressive amounting to destruction…
Day: May 21, 2022
Trust Fund Doctrine
Trust Fund Doctrine considers the subscribed capital as a trust fund for the payment of debts of the corporation to which the creditors may look for satisfaction. (NTC vs. CA) How can…
Dividends
These are surplus corporate profits (coming from unrestricted retained earnings) which are [SDD] set apart, declared, and ordered to be distributed to stockholders. Profits are not dividends. As long as a profit…
RCCP Sec. 35 vs. Sec. 41 Corporate Investment
Section 35 Section 41 What may be exercised General and implied powers Investment only, not under implied power Investment of funds For primary purpose (an implied power under 35[k]) In another corporation,…
Treasury Shares
Treasury shares are those previously issued by the company and fully paid by subscribers but are subsequently reacquired by the issuing corporation through PDFRL (purchase, donation, forfeiture, redemption, or lawful means) Nature…
Stocks vs. Bonds
Stocks Bonds Nature A unit of ownership of the company A loan to the company Profits over time Intended to appreciate in value through time (not guaranteed) Pays fixed interest over time…