Management and Control. Corporation law provides that certain extraordinary transactions must receive approval of shareholders. Other matters require approval of shareholders if stated in the articles of incorporation. Organization Formalities and Ongoing Compliance. Corporations are creatures of statute formed by the filing of the articles of incorporation.
All states provide mechanisms for a qualification of foreign corporations.
A corporation is a separate entity and has various obligations to file franchise tax reports, etc. Entity continues regardless of share transfer or redemption. An S Corporation is a creature of federal tax law and, for state law purposes, is indistinguishable from the corporation that does not elect S corporation status. In return for this benefit, the Internal Revenue Code imposes certain restrictions and limitations. Shareholders generally have no liability for obligations of the corporation.