CSC Florida Laws Governing Business Entities

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Other traditional corporate claims, such as waste and acting ultra vires, either do not exist or, if they do exist, must arise from the federal common law of corporations or from federal common law regulating the[ *591] (implicit) contract formed when an investor purchases a share download. Statutes allow corporations to create different classes of common stock, with varying voting power and dividend rights. A corporation also may issue preferred shares. These are typically nonvoting shares, and their holders receive a preference over holders of common shares for payment of dividends or liquidations. Some preferred dividends may be carried over into another year, either in whole or in part ref.: http://internationalrelo.net/ebooks/wests-illinois-insurance-laws-2009-ed-black-letter-series. These documents, typically called the Articles of Incorporation or Certificate of Incorporation, are the same for both C and S corporations. Both have shareholders, directors and officers. Shareholders are the owners of the company and elect the board of directors, who in turn oversee and direct corporation affairs and decision-making but are not responsible for day-to-day operations ref.: internationalrelo.net.

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