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- Jul 1, 2024
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Author: Luke TheGreat
Sponsor: N/A
Type: Amendmant to act
An
Amendment
To
Reform The Corporate Establishment Act
Preamble: The purpose of this act is to reform and amend the existing legislation surrounding the formation, regulation, and dissolution of corporations, and to facilitate additional growth from these simplified procedures.
1. Definitions
(a) Corporation: A legal entity formed by one or more individuals or parties, recognized by law, capable of conducting transactions, entering into contracts, and owning assets.
(b) Shareholder: An individual or entity that holds shares in a corporation.
(c) Board of Directors: A group of individuals elected by the shareholders to oversee the management and operations of a corporation.
(d) MEA: Acronym for Ministry of Economic Affairs
2. Formation of Corporations
(a) Any party wishing to form a corporation must file an application with the Ministry of Commerce, including:
(i) The proposed name of the corporation.
(ii) The purpose and nature of the business.
(iii) The names and signatures of the founding shareholders and directors.
(iv) The corporation’s proposed bylaws. If no bylaws are present, the default bylaws are codified in this Act.
(i) The proposed name of the corporation
(ii) The underlying active plugin companies that together make up the company.)
(iii) The names and signatures of the founding shareholders must be present.
(iv) The corporation’s proposed bylaws. If no bylaws are present, the default bylaws are codified in this Act.
(b) The Ministry of Commerce shall review the application for compliance with the law and approve or deny the application based on these criteria, as well as any other criteria as determined by the Government.
(b) The Ministry of Economic Affairs shall review the application for compliance with the law then approve or deny the application based on this. The Ministry shall also take a $5,000 filing and registration fee.
3. Governance
(a) Every corporation must have a Board of Directors responsible for making major decisions and overseeing the management of the corporation.
(b) Shareholders, as well as any other group designated outside this Act or by the corporation, shall have the power to elect members to the Board of Directors.
(c) Corporate bylaws shall be legally binding upon a corporation. A corporation found to be in breach of their own bylaws may be found guilty of breach of contract, fraud, or any other applicable law.
(a) Shareholders, as well as any other group designated outside this Act or by the corporation, shall have the power to elect members to the Board of Directors or otherwise the right to dissolve or merge the corporation with the terms of this stated within the corporate by-laws.
(b) Corporations who’s shares are publicly sold and have a value over $200,000 or 1% of the cash in the economy (whichever is the highest value) must endeavour to maintain a Board of Directors responsible for making major decisions and overseeing the management of the corporation.
4. Regulatory Compliance
(a) Corporations are subject to periodic audits by the Government to ensure compliance with laws and regulations.
(b) Any corporation found to be in violation of the law may be subject to fines, sanctions, dissolution, or seizure of assets.
(c) Corporate bylaws shall be legally binding upon incorporation. A corporation may be found in breach of its own by-laws by the MEA may be prosecuted for breach of contract, fraud, or any other applicable law.
5. Land Ownership
(a) In order to own land, a business must be properly registered and compliant with all statues of this act.
(i) Existing business plot registrations will have a 14-day Grace period to allow for Corporations to be established.
(b) Any transfer of land to or from the corporation must be approved by either: more than 50% of the board of directors, or shareholders comprising more than 50% of a companies shares.
(i) The government will be responsible for tracking this, and may not allow transfers to happen without a record of approval.
(ii) Corporations who attempt to transfer land without government authorisation may face criminal action.
6. Dissolution
(a) A corporation may be dissolved voluntarily by a majority vote of its shareholders or involuntarily by law due to prolonged inactivity, insolvency, legal violations, or other scenarios as specified by the Government.
(a) A corporation may be dissolved voluntarily by a majority vote of its shareholders or involuntarily by law due to prolonged inactivity, insolvency, legal violations.
(b) Assets remaining after dissolution shall be distributed to the shareholders according to their shareholdings after settling all debts and obligations, unless otherwise specified by the Government.
7. Public Companies
(a) Any corporation may choose to go public through the Ministry of Commerce, with the approval of their shareholders.
(b) Public corporations are required to publicize data about the company on a regular basis. The types of data and the minimum frequency shall be determined by both the Ministry of Commerce and the respective stock market agency, with whichever is stricter for specific metrics to apply.
(c) Stock in public corporations may be bought, sold, or otherwise leveraged by any entity, organization, or individual who is authorized to do so in accordance with both Government policy and the rules set by the relevant stock market agency, with Government policy applying where it conflicts with rules set by the stock market agency.
(a) Any corporation may choose to go public with the approval of their shareholders.
(d) Stock in public corporations may be bought, sold, or otherwise leveraged by any entity, organization, or individual located within Azalea.
8.Public Corporation Reporting Requirements
(a)Public corporations are required to publicize data about the company on a regular basis. There shall be a three tier classification of corporation we set requirements on the minimum reporting details and the set frequency. The Ministry of Economic Affairs will be entitled to ask that certain companies depending on their related industries may need to provide more or less information. The Ministry of Economic Affairs must provide an easily accessible guide to additional reporting standards on their discord.
(b) Reporting tiers shall be as follows below.
(i) Tier 1: Public Corporations with a reported value less than $50,000 (or a publicly trading value less than $75,000), shall be required to submit a basic financial statement once every 2 months, or when they surpass their tier and rise into the tier above.
(ii) Tier 2: Public Corporation of a value bettween $50,000 and $200,000 (or a publicly traded value of between $75,000 and $250,000) shall be required to submit a monthly financial statemant, and a rundown of any major decisions undertaken within the last month.
(iii) Tier 3: Public Corporations of a value surpassing $200,000 (or a publicly traded value of $250,000) shall be required to submit a monthly financial statemeant, maintain a board of directors, a rundown of any major decisions undertaken within the last month, and a brief explanation of their upcoming plans.
9. Default Bylaws
(a) A group of shareholders representing a majority stake in the company may at any time meet and modify the size, composition, and voting system used by the board.
(b) A group of board members representing a majority voting interest on the board may at any time meet and make legally binding decisions on behalf of the corporation.
(c) Each member of the board shall have 1 vote. In the event of a tie, the proposition shall fail.
(d) Any decision relating to the minting of new stock or modifications to the corporate bylaws shall require approval from shareholders representing a majority stake in the company.
(e) Anything else may be added to the default bylaws for corporations by the relevant regulating authorities. In the event that the default bylaws are modified, any corporation following the default bylaws shall continue to be bound only by the default bylaws at time of incorporation.
Enactment: This Act comes into force immediately upon passage
Sponsor: N/A
Type: Amendmant to act
An
Amendment
To
Reform The Corporate Establishment Act
Preamble: The purpose of this act is to reform and amend the existing legislation surrounding the formation, regulation, and dissolution of corporations, and to facilitate additional growth from these simplified procedures.
1. Definitions
(a) Corporation: A legal entity formed by one or more individuals or parties, recognized by law, capable of conducting transactions, entering into contracts, and owning assets.
(b) Shareholder: An individual or entity that holds shares in a corporation.
(c) Board of Directors: A group of individuals elected by the shareholders to oversee the management and operations of a corporation.
(d) MEA: Acronym for Ministry of Economic Affairs
2. Formation of Corporations
(a) Any party wishing to form a corporation must file an application with the Ministry of Commerce, including:
(i) The proposed name of the corporation.
(ii) The purpose and nature of the business.
(iii) The names and signatures of the founding shareholders and directors.
(iv) The corporation’s proposed bylaws. If no bylaws are present, the default bylaws are codified in this Act.
(i) The proposed name of the corporation
(ii) The underlying active plugin companies that together make up the company.)
(iii) The names and signatures of the founding shareholders must be present.
(iv) The corporation’s proposed bylaws. If no bylaws are present, the default bylaws are codified in this Act.
(b) The Ministry of Commerce shall review the application for compliance with the law and approve or deny the application based on these criteria, as well as any other criteria as determined by the Government.
(b) The Ministry of Economic Affairs shall review the application for compliance with the law then approve or deny the application based on this. The Ministry shall also take a $5,000 filing and registration fee.
3. Governance
(a) Every corporation must have a Board of Directors responsible for making major decisions and overseeing the management of the corporation.
(b) Shareholders, as well as any other group designated outside this Act or by the corporation, shall have the power to elect members to the Board of Directors.
(c) Corporate bylaws shall be legally binding upon a corporation. A corporation found to be in breach of their own bylaws may be found guilty of breach of contract, fraud, or any other applicable law.
(a) Shareholders, as well as any other group designated outside this Act or by the corporation, shall have the power to elect members to the Board of Directors or otherwise the right to dissolve or merge the corporation with the terms of this stated within the corporate by-laws.
(b) Corporations who’s shares are publicly sold and have a value over $200,000 or 1% of the cash in the economy (whichever is the highest value) must endeavour to maintain a Board of Directors responsible for making major decisions and overseeing the management of the corporation.
4. Regulatory Compliance
(a) Corporations are subject to periodic audits by the Government to ensure compliance with laws and regulations.
(b) Any corporation found to be in violation of the law may be subject to fines, sanctions, dissolution, or seizure of assets.
(c) Corporate bylaws shall be legally binding upon incorporation. A corporation may be found in breach of its own by-laws by the MEA may be prosecuted for breach of contract, fraud, or any other applicable law.
5. Land Ownership
(a) In order to own land, a business must be properly registered and compliant with all statues of this act.
(i) Existing business plot registrations will have a 14-day Grace period to allow for Corporations to be established.
(b) Any transfer of land to or from the corporation must be approved by either: more than 50% of the board of directors, or shareholders comprising more than 50% of a companies shares.
(i) The government will be responsible for tracking this, and may not allow transfers to happen without a record of approval.
(ii) Corporations who attempt to transfer land without government authorisation may face criminal action.
6. Dissolution
(a) A corporation may be dissolved voluntarily by a majority vote of its shareholders or involuntarily by law due to prolonged inactivity, insolvency, legal violations, or other scenarios as specified by the Government.
(a) A corporation may be dissolved voluntarily by a majority vote of its shareholders or involuntarily by law due to prolonged inactivity, insolvency, legal violations.
(b) Assets remaining after dissolution shall be distributed to the shareholders according to their shareholdings after settling all debts and obligations, unless otherwise specified by the Government.
7. Public Companies
(a) Any corporation may choose to go public through the Ministry of Commerce, with the approval of their shareholders.
(b) Public corporations are required to publicize data about the company on a regular basis. The types of data and the minimum frequency shall be determined by both the Ministry of Commerce and the respective stock market agency, with whichever is stricter for specific metrics to apply.
(c) Stock in public corporations may be bought, sold, or otherwise leveraged by any entity, organization, or individual who is authorized to do so in accordance with both Government policy and the rules set by the relevant stock market agency, with Government policy applying where it conflicts with rules set by the stock market agency.
(a) Any corporation may choose to go public with the approval of their shareholders.
(d) Stock in public corporations may be bought, sold, or otherwise leveraged by any entity, organization, or individual located within Azalea.
8.Public Corporation Reporting Requirements
(a)Public corporations are required to publicize data about the company on a regular basis. There shall be a three tier classification of corporation we set requirements on the minimum reporting details and the set frequency. The Ministry of Economic Affairs will be entitled to ask that certain companies depending on their related industries may need to provide more or less information. The Ministry of Economic Affairs must provide an easily accessible guide to additional reporting standards on their discord.
(b) Reporting tiers shall be as follows below.
(i) Tier 1: Public Corporations with a reported value less than $50,000 (or a publicly trading value less than $75,000), shall be required to submit a basic financial statement once every 2 months, or when they surpass their tier and rise into the tier above.
(ii) Tier 2: Public Corporation of a value bettween $50,000 and $200,000 (or a publicly traded value of between $75,000 and $250,000) shall be required to submit a monthly financial statemant, and a rundown of any major decisions undertaken within the last month.
(iii) Tier 3: Public Corporations of a value surpassing $200,000 (or a publicly traded value of $250,000) shall be required to submit a monthly financial statemeant, maintain a board of directors, a rundown of any major decisions undertaken within the last month, and a brief explanation of their upcoming plans.
9. Default Bylaws
(a) A group of shareholders representing a majority stake in the company may at any time meet and modify the size, composition, and voting system used by the board.
(b) A group of board members representing a majority voting interest on the board may at any time meet and make legally binding decisions on behalf of the corporation.
(c) Each member of the board shall have 1 vote. In the event of a tie, the proposition shall fail.
(d) Any decision relating to the minting of new stock or modifications to the corporate bylaws shall require approval from shareholders representing a majority stake in the company.
(e) Anything else may be added to the default bylaws for corporations by the relevant regulating authorities. In the event that the default bylaws are modified, any corporation following the default bylaws shall continue to be bound only by the default bylaws at time of incorporation.
Enactment: This Act comes into force immediately upon passage