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22 cards

1What is the de facto corporation doctrine?
2What is the doctrine of corporation by estoppel?
3Under the MBCA, a corporation must maintain copies of which seven documents at its principal office?
4What is the doctrine of corporate personhood?
5What is a foreign corporation?
6Under the MBCA, how does a foreign corporation gain authorization to transact business in a state other than the one in which it is incorporated?
7Under the MBCA, to transact business in a state other than the state in which it is incorporated, what must a foreign corporation put in its applic...
8Under the MBCA, what actions may a foreign corporation take in another state that do not require a certificate of authority?
9Under the MBCA, if a foreign corporation transacts business in a state without the necessary certificate of authority, what are the consequences?
10Under the MBCA, what is the rule for when a state may revoke a foreign corporation’s certificate of authority?
11Under the MBCA, what must a corporation put in its articles of incorporation?
12A corporation managed convenience stores. The corporation’s articles of incorporation contained a provision that explicitly prevented the corporati...
13Must the state in which a business incorporates be the same state in which the business’s office or principal place of business is located?
14Must the incorporators of a business be natural persons?
15When does a new corporation begin to exist?
16Under the MBCA, are corporations required to adopt an initial set of bylaws?
17Under the MBCA, may corporations adopt special bylaws that take effect only if an emergency occurs?
18What is the name for the documents that must be filed to create a limited-liability company (LLC)?
19What must be included in an LLC’s articles of organization?
20What document governs the operation of an LLC?
21May an LLC’s operating agreement eliminate a manager’s duties of loyalty and care?
22May an LLC’s operating agreement eliminate a manager’s obligation of good faith and fair dealing?

What is the de facto corporation doctrine?

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