Burke-Molina, PLC, PLC

Business Newsletter
Duty of Care
 
A corporate director has the duty to act in good faith in pursuit of the company's best interests and to use the care that an ordinary prudent person in a like position would use under similar circumstances. The Model Business Corporation Act implies that corporate officers have an even higher duty of care because they are intimately familiar with and knowledgeable about the corporation's activities and have better access to corporate information than directors have. Most jurisdictions recognize that high-ranking corporate officers have a fiduciary relationship with the corporation. More...
 
Interval Investment Funds
 
Interval funds are a type of closed-end fund that offers to buy shares in the fund back from investors at stated intervals and in stated amounts. However, shareholders are not obligated to sell their shares back to the fund. More...
 
Reporting Requirements for Public Company Insiders
 
Officers, directors, and beneficial owners of more than 10 percent of the shares of a public company must report their ownership of shares of the company to the Securities and Exchange Commission. Company officers and directors are considered corporate insiders. Beneficial holders of more than 10% of a class of a company's equity securities registered under Section 12 of the Securities Exchange Act also are considered corporate insiders. Such insiders are required to report their holdings to the Commission when they first acquire company stock and when changes in their ownership occur. More...
 
Sarbanes-Oxley Act of 2002
 
Employers have a general duty under the Occupational Safety and Health Act (OSHA) to provide a workplace free from "recognized" hazards. A violation of this duty can lead to criminal sanctions in addition to civil penalties. An employer can also be exposed to liability under occupational safety and health regulations promulgated by the Secretary of the Department of Labor. Directors and high-level executive officers must act to reduce or eliminate workplace dangers or risk OSHA liability. More...
 
Pre-Incorporation Contracts of Promoters
 
Persons who enter into contracts on behalf of a corporation yet to be formed are considered "promoters." Such pre-incorporation contracts raise issues regarding the rights and liabilities of the promoter and the new corporation.More...
 
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