| A | B |
|---|
| annual meeting | The meeting of stockholders each year called to elect officers and directors, to ratify actions of officers and directors and to vote on corporate matters which come before it. |
| annual report | A report for stockholders and other interested parties prepared by corporation once a year. |
| articles of incorporation | The basic instrument filed with the appropriate government agency to form a corporation. |
| board of directors | Governing body of a corporation elected by the shareholders. |
| bylaws | Rules or laws adopted by an association or corporation to govern its actions. |
| close corporation | A corporation whose shares are held by a single shareholder or a closely knit group of shareholders. |
| corporation | A legal entity created by authority of the laws of a state or nation. |
| domestic corporation | Corporation created or organized in the state in which it does business. |
| foreign corporation | A corporation that does business in a state or country other than the state or country in which it was created. |
| incorporation | The act or process of forming a corporation. |
| insider | With respect to federal regulation of purchase and sale of securities, refers to anyone who has knowledge of facts not available to the general public. |
| minute book | A book that contains the articles of incorporation, bylaws, minutes of the meetings of shareholders and directors, and other pertinent corporate documents. |
| officer | A person selected by the board of directors such as the president, vice-president, treasurer, or secretary, whose main duties are to oversee the efficient operation of the business. |
| organizational meeting | A meeting of shareholders, incorporators, or directors usually held as part of the incorporation process to handle routine matters necessary for the corporation to commence business. |
| piercing the corporate veil | Judicial process whereby court will disregard usual immunity of corporate officers or entities from liability for wrongful corporate activities. |
| preemptive right | The original shareholders are given the first option to buy enough of additional issued shares to maintain their proportionate share of ownership. |
| professional corporation (PC) | A business corporation formed for the purposes of professional practice whose incorporators or shareholders can only be one or more natural persons, each of whom is licensed to practice his profession. |
| proxy | The instrument authorizing one person to represent, act, and vote for another at a shareholders? meeting of a corporation. |
| quorum | A majority of the entire body of directors or shareholders; the number of members who must be present to conduct business. |
| SEC (Securities and Exchange Commission) | The Federal agency which monitors the securities industries. |
| share certificate | The certificate issued by a corporation or joint stock company which evidences that the named person is the owner of a designated number of shares of stock; also known as a stock certificate. |
| shareholder | A person or entity who owns shares in a corporation and therefore indirectly owns the corporation. |
| stock book | A continuing record of the stock ownership of a corporation. |
| trade name | That name which is used by manufacturers, industrialists, and merchants to identify their businesses, which actually symbolizes reputation of business. |
