corporate charter
TRANSCRIPT
• Corporate Charter
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Corporation Mercantilism
1 Corporate charters were closely regulated by the states
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Corporation Mercantilism
1 Corporate charters were deemed "inviolable", and not subject to
arbitrary amendment or abolition by state governments
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Corporate governance United States, United Kingdom
1 Shareholders cannot initiate changes in the corporate charter although they can initiate changes to the
corporate bylaws.
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Corporate governance Legal environment – General
1 This constitution is identified by a variety of terms; in English-speaking jurisdictions, it is usually known as
the Corporate Charter or the [Memorandum] and Articles of
Association
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ExxonMobil - Exxon Valdez oil spill
1 Exxon later removed the name "Exxon" from its tanker shipping
subsidiary, which it renamed "SeaRiver Maritime." The renamed subsidiary, though wholly Exxon-
controlled, has a separate corporate charter and board of directors, and the former Exxon Valdez is now the
SeaRiver Mediterranean
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Georgetown University - Founding
1 In 1844, the school received a corporation|corporate charter, under
the name The President and Directors of Georgetown College,
affording the growing school additional legal rights
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Directors and officers liability insurance - Corporate indemnification
1 In the United States, the corporate charter|articles of association often
includes an Indemnity|indemnification provision holding the officers harmless for losses occurring
due to their role in the company
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Osaka - Politics regarding the use of nuclear energy
1 In this action Osaka had secured the support of two other cities and shareholders: Kyoto and
Kobe, but with their combined voting-rights of 12.5 percent they were not certain of the
ultimate outcome, because for this two-thirds of the shareholders would be needed to agree to
revise the corporate charter.The Mainichi Shimbun (19 March
2012)[http://mdn.mainichi.jp/mdnnews/news/20120319p2g00m0dm011000c.html Osaka aims to end Kansai Electric's nuclear power ops as
shareholder]
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Article One of the United States Constitution - Clause 1: Contracts Clause
1 In 1819, the Court considered whether a corporate charter could be construed as a
contract
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American Red Cross
1 Issued a congressional charter|corporate charter by the United
States Congress under Title 36 of the United States Code, Section 3001, the American National Red Cross is
governed by volunteers and supported by community donations,
income from health and safety training and products, and income
from blood productshttps://store.theartofservice.com/the-corporate-charter-toolkit.html
US corporate law - History
1 Most corporate charters were, and still are, regulated
by the states
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US corporate law - History
1 The Supreme Court declared that a corporation is not transformed into
civil institution just because the government commissioned its
corporate charter; and, accordingly, it deemed corporate charters
inviolable and not subject to arbitrary amendment or abolition by state
governments.17 U.S
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Robert's Rules of Order Newly Revised - Application to specific organizations
1 In those cases in which the bylaws or other governing documents of an organization refer to Robert's Rules of Order, the book
may be subordinate to other rules, including (in descending order of authority
as applicable) law, corporate charter, constitution and/or bylaws, special rules of
order and then Robert’s Rules of Order Newly Revised. Standing rules and, finally,
custom have the least authority.
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State Bar of Georgia - Macon headquarters
1 Hill, also of Macon, who served as the first secretary/treasurer, were among 11 petitioners from around the state listed on the association’s corporate charter when it was granted by the
Superior Court of Bibb County on July 19, 1884.
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Corporate personhood - Case law in the United States
1 In 1818, the Supreme Court of the United States|United States Supreme Court decided Dartmouth College v. Woodward, 17 U.S. 518
(1819), writing: The opinion of the Court, after mature deliberation, is that this corporate charter is a contract, the
obligation of which cannot be impaired without violating the Constitution of the
United States. This opinion appears to us to be equally supported by reason, and by the
former decisions of this Court.
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Articles of incorporation
1 The Articles of Incorporation (sometimes also referred to as the Certificate of Incorporation or the
Corporate Charter) are the primary rules governing the management of a corporation in the United States and Canada, and are filed with a state or other regulatory agency.
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Governor (United States) - History
1 The other two colonies (Connecticut and Rhode Island) had corporate charters; Connecticut Governor Jonathan Trumbull was governor
before and during the war period, while in Rhode Island, Governor
Joseph Wanton was removed from office in 1775 for failing to support
the rebel war effort.
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Western Electric - The end of Western Electric
1 assumed the corporate charter of Western Electric, which was then split into several divisions, each focusing on a particular type of
customer (e.g
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Henry Dunster - Life
1 The corporate charter that Dunster established governs Harvard
University to this day - an astounding testament to his leadership and
governing skills
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Pay to play - In corporate finance
1 Pay to Play is a provision in a corporation's Corporate charter|
charter documents (usually inserted as part of a preferred stock
financing) that requires stockholders to participate in subsequent stock offerings in order to benefit from certain Stock dilution|antidilution
protections
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Economic freedom - Indices of economic freedom
1 Thom Hartmann) also oppose the inclusion of business-related measures like corporate
charters and intellectual property protection.http://www.thomhartmann.com/i
ndex.php option=com_contenttask=viewid=183 John Miller in Dollars Sense has stated that the
indices are a poor barometer of either freedom more broadly construed or of
prosperity
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Executive pay in the United States - Changes in corporate governance
1 **remove the board's veto power over changes to the company's basic governance arrangements and give shareholders the power to initiate and approve by vote proposals to
reincorporate or to adopt a charter amendment to corporate
charters.Bebchuk and Fried, Pay Without Performance (2004) pp.212–
213https://store.theartofservice.com/the-corporate-charter-toolkit.html
Insurance in the United States - The State-Based Insurance Regulatory System
1 26:625, 1999 Prior to this period, insurance was primarily regulated by corporate charter, state statutory law and de facto regulation by the courts in judicial decisions.Stempel, Jeffrey
W
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Congressional charter - Background
1 Until the District of Columbia was granted the ability to issue corporate
charters in the late 1800s, corporations operating in the District
required a congressional charter. With few exceptions, most
corporations since created by Congress are not federally chartered, but are simply created as District of
Columbia corporations.https://store.theartofservice.com/the-corporate-charter-toolkit.html
Proxy voting - Corporate settings
1 At least as early as the 18th century, however, clauses permitting voting
by proxy were being inserted in corporate charters in England.Axe,
Leonard H
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Par value - Stock
1 The par value of a share of stock is the value stated in the corporate
charter below which shares of that class cannot be sold upon initial offering; the issuing company
promises not to issue further shares below par value, so investors can be
confident that no one else will receive a more favorable issue price
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Province of Georgia
1 The colony's corporate charter was granted to General James Oglethorpe on April 21, 1732, by King George II of Great Britain|George II, for whom
the colony was named
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Theodemocracy - History
1 The town of Nauvoo, Illinois|Nauvoo where Smith organized the Council
was governed according to a corporate charter received from the
state of Illinois in 1841
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John Marshall - Other key cases
1 In Dartmouth College v. Woodward, , the legal structure of modern
corporations began to develop, when the Court held that private corporate
charters are protected from state interference by the Contract Clause
of the Constitution.
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Dominion of New England - Background
1 Virginia, despite its corporate beginning, became a crown colony,
while Massachusetts, along with other New England colonies, had a
corporate charter and a great deal of administrative freedom
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Flip-in
1 The flip-in is a provision in the target company's corporate charter or bylaws
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National association for the Advancement of White People
1 The first organization was originally incorporated on December 14, 1953 in Delaware by Bryant Bowles. The
following year an article was written on the organization by Time
(magazine)|Time magazine. In September 1955, the Deputy
Attorney General of Delaware took action to revoke its corporate
charter.https://store.theartofservice.com/the-corporate-charter-toolkit.html
Wilmington, Delaware - Economy
1 This law strengthened Delaware's position as a safe haven for corporate charters during an
especially turbulent time filled with hostile takeovers.
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Teletype
1 Because of the nature of its business, as stated in the corporate charter, Teletype Corporation
was allowed a unique mode of operation within Western Electric. It was organized as a separate
entity, and contained all the elements necessary for a separate corporation. Teletype's
charter permitted the sale of equipment to customers outside the ATT Bell System, which explained their need for a separate sales force.
The primary customer outside of the Bell System was the United States Government.
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Elbe Air
1 'Elbe Air Lufttransport Gesellschaft mit beschränkter Haftung|GmbH',
usually just known as 'Elbe Air', was a Business jet|corporate charter
airline from Germany, which offered worldwide on-demand flight services
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Florida East Coast Railway - FEC Through the Years
1 Further, while freight trains were operated with non-union and
supervisory crews, passenger runs were not reinstated until August 2, 1965, after the City of Miami sued
and the Florida courts ruled that the FEC corporate charter required both
coach and first class passenger services to be offered
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Duluth, South Shore and Atlantic Railway - Independent railroad
1 By the 1870s, a maze of corporate charters and tiny stub lines had been created or built in the central Upper Peninsula, primarily to carry iron or copper ore from the mines down to smelters and docks on the shores of
Lake Superior and Lake Michigan
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Aero-Dienst
1 'Aero-Dienst Kommanditgesellschaft|GmbH Co. KG' is an airline based in
Germany, operating business jet|corporate charter and air ambulance flights out of Nuremberg Airport. It is one of the oldest commercial airlines in Germany that still operates under
its original name.
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Air Odisha - Services
1 *Executive and Corporate Charter
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Premiair - Business Line
1 VIP Corporate Charter Services, Aircraft Management Services, Ground Handling Fixed Based
Operation Services, Hangar Services, Aircraft Sales, Oil Gas Producers
Services.[http://www.flypremiair.com/en/our-services Business Line]
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Province of Carolina - Georgia
1 In 1732, a corporate charter for the Province of Georgia was carved out
of South Carolina by King George II of Great Britain|George II.
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Miccosukee - Twentieth century to present
1 Under the federal government's program of termination of recognition, it proposed
in 1953 that the Seminole Tribe be terminated. The Seminole Tribe of Florida developed a constitution and corporate charter, organizing a government, which
achieved federal recognition in 1957. These people had begun to move onto
designated Indian reservations in Florida starting in the 1930s and 1940s.
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First university in the United States - University of Pennsylvania's argument
1 In 1779, the Pennsylvania state legislature conferred a new corporate
charter upon the College of Philadelphia, renaming it the
University of the State of Pennsylvania (in 1791 still another
new charter granted Penn its current name)
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Bairnsdale - Aerodrome
1 Currently the Aerodrome's facilities support a number of commercial
aviation enterprises including; aerial firefighting, corporate charter,
aircraft support services such as fleet maintenance, medical services such
as air ambulance and courier services.
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Stetson Kennedy
1 His actions led to the 1947 revocation by the state of Georgia of the Klan's national corporate charter.[http://www.nytimes.com/2011/08/30/us/30kennedy.html Stetson Kennedy,
Who Infiltrated and Exposed the Klan, Dies at 94]
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Brazoria County Airport - Airline History
1 (ADI) flying Fokker F28 Fellowship jets and Airbus A319 jetliners.[http://google.com/search?q=cache:GXgaToirA3UJ:https://www.suncoastavi
ation.com/adi/graphics/ADI%2520in%2520AIN.pdf+ADI+Dow+Chemicalhl=enct=cl
nkcd=1gl=usie=UTF-8] Both of these air carriers were operating scheduled corporate
charters via respective contracts for Dow Chemical shuttling employees to and from Dow
Chemical|Dow Chemical's Midland Michigan facilities.
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Spitsbergen - Transport
1 Lufttransport provides regular corporate charter services from
Longyearbyen to Ny-Ålesund Airport and Svea Airport for Kings Bay and Store Norske; these flights are in
general not available to the public
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History of Chennai - Expansion of Fort St. George into Madras
1 In 1674, the expanded colony had nearly 50,000 mostly British and
European colonists and was granted its own corporate charter, thereby
officially establishing the modern day city
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Timeline of Cherokee removal - 1841–present
1 *May 8, 1950 – The constitution, bylaws, and corporate charter of the United Keetoowah Band of Cherokee Indians were ratified in accordance
with the Indian Reorganization Act of 1934 and the Oklahoma Indian
Welfare Act of 1936.
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A share
1 In finance an 'A share' is a designation for a 'class' of common stock|common or preferred stock
that typically has enhanced voting rights or other benefits compared to the other forms of shares that may
have been created. The equity structure, or how many types of
shares are offered, is determined by the corporate charter.
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