A Manual of Maine Corporation Law: Containing the Statutes Regulating Business Corporations, a Digest of These Statutes, and the Principal Corporation Forms Used in Maine

Front Cover
Loring, Short & Harmon, 1917 - Corporation law - 328 pages
 

Contents

Form
23
Certificate of Organization 15 Contents of Certificate of Organization
24
Name
25
Corporate Purposes
26
Not Necessary to State Corporate Powers
28
Right to Organize in Maine to do Business in Other States
29
Amendment of Corporate Purposes
31
Location 25 Officers
35
Execution of Certificate 27 Special Provisions
36
Approval 29 Recording
37
30 In General Chapter IV ByLaws
39
Adoption and Contents
40
1 The Manner of Calling and Conducting Meetings 2 The Number of Members that Constitute a Quorum 3 The Number of Votes to be Given Shareh...
41
6 The Mode of Voting by Proxy 7 And of Selling Shares on Neglect to Pay Assessment 8 Duties of Officers and Their Fees
42
Amendment
43
First Meetings 33 First Meeting of Associates 34 Notice of First Meeting
45
Organization Meeting
46
First Meeting of Specially Chartered Corporations
47
First Meeting of Directors 38 Validity of Meetings
48
Adjourned Meetings
49
Corporate Existence 40 From What Date 41 Beginning Business
50
Duration
51
Forfeiture 44 Suspension
52
Dissolution
53
Receivers
55
Sale of Property and Franchises 48 Rights of Minority Stockholders
57
Corporate Powers 49 Statement in Certificate 50 Statutory Powers 1 May Sue and be Sued
59
2 Have a Common Seal
60
3 Elect Officers 4 Make ByLaws 5 Hold and Convey Land and Property Anywhere
61
6 Committees 7 Stock and Bonds of Other Corporations
63
8 Issue of Stock for Property or Services 9 Different Classes of Stock ix
64
10 Changes 1 Increase of Capital 2 Change of Par Value 3 Decrease of Stock 4 Number of Directors 5 Change of Location 6 Change of Name
65
Incidental Powers Other Changes
66
Resolution Decreasing Capital Stock
67
Resolution Retiring Capital Stock
68
Capital Stock 52 Definition
69
Amount 54 Classes of Stock
70
Preferred Stock
74
Treasury Stock
76
Payment at Organization
77
Number of Shares at Organization 59 Par Value of Shares
78
Increase or Decrease of Capital Stock
79
Redemption of Preferred Stock
80
Subscriptions
81
Stock Certificates
83
Consideration for Issue
86
Changes in the Amount of Par Value 66 Transfer of Stock
90
Registrar
93
Dividends
94
Kinds of Bonds
98
Manner of Issuing
99
Stockholders Liability 72 To Creditors
100
To the Corporation
105
Representative Liability 75 Can Liability be Changed in Other States
106
Stockholders of Foreign Corporations
108
Attachment and Sale of Stock
110
Enforcement of Pledges of Stock
111
Stockholders Meetings 79 Place
113
Call and Notices
115
Quorum
117
Who May Vote
118
Proxies 84 Pooling Agreements
120
Cumulative Voting 86 Proceedings At Meeting
122
Clerk
135
Secretary 102 Other Officers
137
Corporate Books
142
110 Franchise
148
Capital Stock
149
In General Chapter IX Bonds
152
113 Annual Report
154
Amount Paid In 23 Shares
158
FORMS AND PRECEDENTS Chapter XXII Organization Forms 1 Articles of Association
161
Notice of First Meeting 3 Proof of Notice by Publication
162
Proof of Notice by Personal Service 5 Acknowledgment of Notice
163
Notice under Special Charter 7 Return of Notice 8 Power of AttorneyFirst Meeting
164
Minutes of First Meeting
165
Minutes of Meeting of Corporation Chartered by Legislature 11 Assent to Meeting 12 Subscription to Stock
169
Subscription to Stock Mutual 14 Waiver of Notice First Meeting of Directors
170
Minutes of Directors First Meeting
171
Certificate of Organization Simple
172
Indorsements on Back of Certificate 18 Certificate of Organization by Special Charter
174
Indorsements on back of Certificate
175
Broad Statement of Purposes
176
Clause Negativing Certain Purposes Within the State 22 Clause Negativing Certain Kinds of Business Anywhere 23 General Negative Clause
177
ByLaws Form 24 ByLaws Short Form
179
ByLaws Extended Form
181
vii
185
By law for Preferred Stock Cumulative Extended
189
Simpler Form 27 66 66 66
191
Noncumulative 29 Bylaw for Cumulative Voting
192
Bylaw for Inspectors of Elections 31 Bylaw Relating to General Counsel 32 Bylaw for Assistant Treasurer 33 Bylaw Providing for Registrar 34 Bylaw...
193
Forms for Stockholders Meetings Form 35 Notice Stockholders Annual Meeting
194
Call of Special Meeting by President 37 Call of Special Meeting by Directors 38 Call of Special Meeting by Stockholders
195
Notice of Special Meeting of Stockholders 40 Proof of Notice
196
Waiver of Notice of Stockholders Meeting
197
Application to Justice of the Peace to Call Meeting 43 Warrant of Justice of the Peace
198
Proxy Annual Meeting
199
Special Proxy
200
Revocation of Proxy 47 Minutes of Annual Meeting of Stockholders
201
Minutes of Special Meeting of Stockholders
203
Assent to Meeting
204
Forms for Directors Meetings Form 50 Notice of Regular Meeting of Directors 51 Call of Special Meeting of Directors
205
Notice Special Meeting of Directors 53 Waiver of Notice Directors
206
Minutes of Directors Meeting
207
Dividends and Assessments Forms Form 55 Resolution Dividend Common Stock 56 Notice of Dividend
208
Resolution Dividend Preferred Stock 58 Resolution Levying Assessment on Stock Subscription
209
Notice of Levy of Assessment 60 Notice of Sale of Stock for Unpaid Assessment
210
Exchange of Property for Stock Forms Form 61 Proposal to Exchange Property for Stock
211
Directors Resolution 63 Stockholders Resolution
212
Resolution Decrease when Capital Stock is Impaired 70 Resolution Change in Number of Directors
214
Resolution Change of Par Value 72 Resolution Change of Location 73 Certificate to Secretary of State for Change of Charter Form
215
Certificates and Signatures 74 Certificate of Clerk of his Election 75 Certificate of Copies of Record
217
Corporate Signatures 77 Acknowledgment by Officer of Corporation
218
Stock Certificates Form 78 Certificate Common Stock
219
Stub 80 Certificate Preferred Stock
220
Provision to be Inserted in Face of Certificate 82 Assignment of Certificate in Blank
221
Transfer of Stock Subscription 84 Receipt for Transferred Stock Subscription Form
222
Miscellaneous Forms 85 Resignation of Director 86 Resignation of Officer 87 Indemnity Bond Lost Certificate
223
Treasurers Bond
224
Resolution Authorizing Bond Issue 90 Corporation Bonds
225
Coupon Attached to Bond 92 Trustee Certificate 93 Annual Report
227
Affidavit to Obtain Exemption from Inheritance Tax 95 Application for Excuse
229
CORPORATION LAWS OF THE STATE
236
SPECIAL ADVANTAGES OF MAINE
294
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Page 199 - ... giving and granting unto my said attorney, full power and authority to do and perform all and every act and thing whatsoever requisite and necessary to be done in and about the premises, as fully to all intents and purposes as...
Page 253 - To guarantee, purchase, hold, sell, assign, transfer, mortgage, pledge, or otherwise dispose of the shares of the capital stock of, or any bonds, securities or evidences of indebtedness created by any other corporation or corporations of this...
Page 86 - Any corporation formed under this act may purchase mines, manufactories or other property necessary for its business, or the stock of any company or companies owning, mining, manufacturing or producing materials or other property necessary for its business, and issue stock to the amount of the value thereof in payment therefor...
Page 277 - When the property or any beneficial interest therein passes by any such transfer to or for the use of any father, mother, husband, wife, child, brother, sister, wife or widow of a son or the husband of a daughter...
Page 271 - ... be served, and in such writing shall agree that any lawful process against it which is served on said attorney shall be of the same legal force and validity as if served upon the association, and that the authority shall continue in force so long as any liability remains outstanding in this State...
Page 277 - All property within the Jurisdiction of this state, and any interest therein, whether belonging to inhabitants of this state or not...
Page 277 - Territory, or any personal property or interest therein, transferred by deed, grant, bargain, sale, or gift, made or intended to take effect in possession or enjoyment after the death of the grantor...
Page 87 - ... in the absence of actual fraud in the transaction, the judgment of the directors as to the value of the property purchased shall be conclusive...
Page i - ... the amount of capital with which the corporation will carry on business; the...
Page 194 - June, 1920, for the purpose of nominating candidates for President and Vice-President, to be voted for at the- Presidential Election on Tuesday, November 2, 1920, and for the transaction of such other business as may properly come before it.

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