Chapter 45 & 48

Front 1

Outstanding

Back 1

name for shares of a company that have been issued to stockholder

Front 2

Capital stock

Back 2

declared money value of the outstanding stock of the corporation

Front 3

Par value

Back 3

Specified monetary amount assigned by an issuing corporation for each share of its stock

Front 4

Book value

Back 4

value found by dividing the value of the corporate assets by the number of shares outstanding

Front 5

Market value

Back 5

price at which share of stock can be voluntarily bought or sold in the open market.

Front 6

Certificate of stock

Back 6

document evidencing a shareholders ownership of stock issued by a corporation

Front 7

Common stock

Back 7

stock that has no right or priority over any other stock of the corporations as to dividends or distribution of assets upon dissolution.

Front 8

Preferred stock

Back 8

stock that has a priority or preference as to payment or dividends or upon liquidation, or both

Front 9

Bond

Back 9

obligations or promise in writing and sealed generally of corporations, personal representatives and trustees; fidelity bonds

Front 10

Maturity date

Back 10

date that a corporations is required to repay a loan to a bondholder

Front 11

Debenture

Back 11

unsecured bond of a corporations, with no specific corporate assets pledged as security for payment

Front 12

Registered bonds

Back 12

bonds held by owner whose names and addresses are registered on the books of the corporations

Front 13

Bond indenture

Back 13

agreement setting forth the contractual terms of a particular bonds issue.

Front 14

Deed:

Back 14

instrument by which the grantor (owner of land) conveys or transfers the title to a grantee

Front 15

Indenture Trustee

Back 15

: usually a commercial banking institution to represent the interest of the bondholders and ensure that the terms and covenants of the bond issue are met the corporations

Front 16

Sinking fund

Back 16

: fixed amount of money set aside each year by the borrowing corporations toward the ultimate payment of bonds.

Front 17

Stock subscriptions

Back 17

contract or agreement to buy a specific number and kind of shares when they are issued by the corporation.

Front 18

Acceptance

Back 18

unqualified assent to the act or proposal of another; as the acceptance of a draft (bill of exchange) of an offer to make a contract, of goods delivered by the seller, or a of a gift or deed.

Front 19

Voting by proxy

Back 19

authorizing someone else to vote the shares owned by the shareholder

Front 20

Proxy

Back 20

written authorization by a shareholder to another person to vote the stock owned by the shareholder; the person who is the holder of such a written authorization

Front 21

Voting trust

Back 21

transfer by two or more persons of there shares of stock of a corporation to a trustee who is the vote the shares and act for such shareholders.

Front 22

Preemptive right

Back 22

shareholder’s right upon the increase of a corporations capital stock to be allowed to subscribe to such a percentage of the new shares as the shareholders old shares bore to the former total capital stock

Front 23

Wasting assets corporations

Back 23

corporations designed to exhaust or use up the assets of the corporations, such as by extracting oil, coal, iron, and other ores.

Front 24

Derivate (secondary) action

Back 24

secondary action for damages or breach of contract brought by one or more corporate shareholders against directors against directors, officers, or third persons

Front 25

Quorum

Back 25

minimum number of persons, shares represented, or directors who must be present at a meeting in order to lawfully transact business

Front 26

Business judgment rule (BJR)

Back 26

rule that allows management immunity from liability for corporate acts where there is a reasonable indication that the acts were made in good faith with due care.