Wills
Wills, Generally
When a person dies without having made a will, the person's will is denied in probate, or property is not disposed of, then the property is succeeded through this method
Intestate Succession
Trusts, Defined
This type of trust is created for the benefit of an indefinite class of persons or for the public in general, are this type of trust. Oh how grateful we are for this question!
Charitable
Organization of a Corporation
To form a corporation, there must be a (1) person (the incorporator); (2) paper (the articles of incorporation; and this third element incorporating the two
Act, in which incorporator brings the articles to the Secretary of State and pays required fees
(Person, Paper, Act)
This type of authority is authority that the agent reasonably thinks she possesses based off the principal's dealings with her.
Actual authority
(Apparent authority is when the principal holds out another as possessing authority and a third party is reasonably led to believe that authority exists.)
Secured Transactions, generally
This special type of security interest is one in which the creditor sells the good to the debtor on credit and retains a security interest in the goods for all or part of the purchase
Purchase Money Security Interest
Simultaneous Death
If parties die within minutes or hours of each other, the Uniform Probate Code and about 1/2 of the States (25) have enacted a rule in which a heir or beneficiary must survive the property owner by this many hours to have any wills, trusts, life insurance, etc. apply
120 Hours
Types of Trusts
Trusts are classified according to the method of their creation.
Express trusts, which arise from the expressed intention of the owner to create the relationship with respect to the property;
resulting trusts, which arise from the presumed intention of the owner of the property;
and this type of trust, which do not depend on intention but rather constitute a useful equitable remedy in cases involving wrongful conduct or unjust enrichment
Constructive Trusts
Issuance of Stock
This type of stock is one which the company issued, and then reacquired
Treasury Stock
An employer is liable for a tort committed by an employee when the tort was committed in this capacity:
Scope of employment
1. Consumer goods
2. Farm products
3. Inventory
And
4. this type of tangible collateral, which are defined as any goods that are not consumer goods, farm products, or inventory.
Execution
For a will to be valid and admissible to probate, the testator must meet the formal requirements of due execution, which includes:
1) the will or codicil is signed by the testator
2) there are two attesting witnesses
3) the testator signs the will;
and this last requirement
Witnesses signed in presence of testator
(other requirements some states impose include the testator having to sign at the end of the will, the tester having to "publish" the will, and the witnesses signing in front of each other)
Formal Requirements
Trusts generally do not have to be in writing. However, the creation of an oral trust and its terms may be established only by this threshold of evidence:
Clear and convincing
Directors and Officers
This type of duty requires the director to discharge her duties in good faith and with the reasonable belief that the actions are int he best interest of the corporation.
Duty of Loyalty
(Duty of care requires the person must also use the care that a prudent person in like position would reasonable believe appropriate under the circumstances)
For a partnership to be formed, there must be:
1. Two or more people;
2. Carrying as co-owners;
and this third piece, which is what the two co-owners are carrying
a business for profit
When:
1. Parties must have an agreement that the security interest attaches
2. Value must be given by the secured party
and
3. the debtor has rights in the collateral
Then the requirements for this (the creation of a security interest) are met.
Attachment
Holographic Will
Issues regarding a holographic will arise when the will is: 1) entirely in the testator's handwriting and this other element is present (but other people aren't, ironically enough)
No attesting witnesses
Because a trust for charitable purposes may be perpetual, it often happens that the specific charitable purpose indicated by the settlor is accomplished or becomes impracticable, unlawful, impossible to achieve, or wasteful. In such cases, the court may direct that the trust be applied to another charitable purpose as close as possible to the original one, rather than permit the trust to fail and become a resulting trust.
That process is known as this doctrine.
Cy Pres
Shareholders and Shareholders' Rights
A shareholder may only be personally liable for what the corporation did if the court "pierces the veil."
But a corporation may only be pierced if it is this type of corporation, which has no more than 100 shareholders; all of whom are US citizens; there is one class of stock; and the company isn't publicly traded.
Close corporation
Decisions regarding matters within the ordinary course of the partnership require this form of approval:
Majority vote of the partners
1. filing
2. taking possession
3. control
4. automatic perfection and
5. temporary perfection.
The fourth method, automatic perfection, most commonly arises in this situation:
Revocation
The three methods to revoke a will are: 1) revocation by operation of law; 2) by subsequent instrument (implementing a second valid will); and this third way, which generally includes acts of burning, tearing, obliterating, or canceling a material portion of the will.Physical Act
Spendthrift Porvision
Fundamental Corporate Changes
The five fundamental corporate changes (amending articles, merge or consolidate into another company, transfer substantially all assets, convert to another form of business, or dissolve) generally requires shareholder approval.
To have shareholder approval there must be:
Approval of majority of shares entitled to vote
Equally (and losses are shared the same as profits)
When an issue arises between two secured parties, the first to do this has priority
Attach or perfect