Oregon Demand by Directors for a Meeting of the Board of Directors of the Corporation
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FAQ
The governing body of a corporation elected by the stockholders. The board of directors (board) is composed of one or more members (commonly referred to as directors), usually a mix of insiders of the company (such as officers and stockholders) and outsiders (non-company persons) each of whom is a natural person.
What information must a corporate charter include regarding the company's stock? Par value; Classes and series; Number of shares.
The Oregon Business Corporation Act includes laws and regulations for corporations doing business in the state of Oregon. By forming a corporation, the owner's personal assets aren't at risk for legal or financial issues relating to the business.
Corporate officers are elected by the board of directors. Their job is to manage the daily activities of the corporation. Officers can sit on the board of directors. In fact, it is common for the CEO to also be a director.
A corporation's bylaws, also called company bylaws or just bylaws, are a legal document setting forth key rules and regulations governing the corporation's day-to-day operations. By articulating the procedures management must follow, these rules help ensure a corporation runs smoothly, efficiently, and consistently.
Corporations formed under Oregon statute are "domestic" corporations. Those formed under the laws of other states, but doing business in Oregon, are "foreign" corporations.
All C and S corporations must have a board of directors. The number of directors depends on the business' size and is usually noted in the bylaws and articles of incorporation. No matter what state the business is formed in, all corporations must have a board of directors that is elected by shareholders.
In a public corporation, the board is elected by the shareholders. Selecting the board of directors in a startup company where there are no shareholders can be done by the President or CEO of the business.
There is no express requirement under General California Corporation law that the adopted Bylaws be signed. However, the original or a copy of the adopted Bylaws must be made available to the shareholders. Signing the Bylaws, however, does have significance.
SHORT ANSWER: 1. DIRECTORS: Not less than three, unless there are only one or two shareholders of record, in which case the number of directors may be less than three but not less than the number of shareholders.