The agreement by which a private corporation is created may be entered into in various ways. No particular form is required unless expressly prescribed by statute. Ordinarily a simple acceptance of the charter is sufficient to indicate an agreement on the part of the grantees to form a corporation, according to its provisions; under the general incorporation laws, a subscription for shares is ordinarily all that is required. While no person can be made a member of a private corporation without his consent, the necessary consent may often be implied. Thus, the majority of an unincorporated association, whose purpose is the formation of a corporation, are impliedly authorized to accept a grant of corporate franchises, and form a corporation under it, in the name of all the associates. So it has been held that a majority of shareholders in an existing corporation may, in some instances, adopt an amendment to the charter under which the company was formed. It is to be observed, also, that after a charter has been accepted by the majority of an association, or if it was granted in pursuance of an application publicly made by the majority on behalf of the whole company, a presumption often arises that all acquiesce who do not express their dissent. If the majority have acted without authority under these circumstances, the dissenting members should, without delay, make known their dissent, and restrain every attempt to act under the charter.
Posted on: Wed, 08 Oct 2014 11:12:01 +0000
Trending Topics
Recently Viewed Topics
© 2015