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Outline
- Traditional
corporate structure / "little republic"
- management
role
- conduct
business - MBCA § 8.01
- control
cash flow - MBCA § 6.40
- initiate
fundamental changes
- shareholder
role
- elect
board - MBCA §§ 8.03, 7.28
- approve
fundamental changes
- Judicial
reaction to modified roles
- shareholder
vote-pooling agreements
- vote
pooling agreements
- Majority/minority
representation
- straight
voting
- total
votes for each seat to be filled
- winner
= plurality of votes for each seat
- assures
majority controls board composition
- cumulative
voting
- each
voting share entitled to cumulate
- votes =
number of shares X open seats
Formula =
(seats)*(shares) / (directors + 1) + 1 (or fraction)
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Daily
Thoughts
More from George Carlin
- Do infants
enjoy infancy as much as adults enjoy adultery?
- If all the
world is a stage, where is the audience sitting?
- If God
dropped acid, would he see people?
- If one
synchronized swimmer drowns, do the rest have to drown too?
- If the #2
pencil is the most popular, why is it still #2?
- If work is so
terrific, how come they have to pay you to do it?
- If you ate
pasta and antipasto, would you still be hungry?
- If you try to
fail, and succeed, which have you done?
- Why is it
called tourist season if we can't shoot at them?
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